


Mesmerized

by Nerd_alert19



Category: Agents of S.H.I.E.L.D. (TV)
Genre: F/M
Language: English
Status: Completed
Published: 2019-07-23
Updated: 2019-09-01
Packaged: 2020-06-30 13:11:44
Rating: General Audiences
Warnings: No Archive Warnings Apply
Chapters: 15
Words: 26,651
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/19853881
Author URL: https://archiveofourown.org/users/Nerd_alert19/pseuds/Nerd_alert19
Summary: Academy Era AU. Not a songfic, but inspired by the song 'Adore' by Dean Lewis.





	1. In the beginning...

Mesmerized. That’s the only word that adequately described how he felt looking at her right now. He had always found her beautiful, since the first time he saw her on campus and the air had rushed from his lungs. He had been in awe of her the first time he saw her fight in hand to hand combat, and every time he saw her fight after that if he’s honest; and he’s in an honest mood right now, because he’s mesmerized.

He had a terrible day. He overslept and barely made it to class on time, spilled his coffee down the front of his shirt between classes; and was too distracted by it all in hand to hand, that he failed to block a swing from Garrett. The shiny black eye he now sported did not thank him for it.

The stunning smile on his best friend’s face, however, as she beat random stranger number four at darts with a perfectly placed throw made up for it. It had been her idea to head to their favorite bar when she showed up at his room earlier looking for him because he had skipped dinner. He had planned to spend the evening holed up in his room with a book and his misery for company, but he could never say no to her. He never wanted to say no to her…..because he loved her. He really wished he didn’t, because he would never be enough for her. She was everything to him, and he was by far the luckiest guy in the universe to be her best friend. He would give anything for that to be enough. When he looked at her now though, sipping her drink, eyes dancing, and smiling at him like that, his heart lurched and he was mesmerized.

  
It didn’t help that she kept touching him all night. She sat next to him at the table instead of across from him, so that they could people watch and share private comments and jokes without being overheard. That in itself was not unusual, they often sat like this; but her arm kept brushing his and she leaned in a little closer to him when she spoke. She had her hand on his arm while they talked to some friends earlier; and the guy who usually said way too much couldn’t seem to get words past the lump in his throat. He couldn’t really be blamed for his lack of contribution to the conversation when his arm burned where her hand rested. He was busy trying to stay as still as possible to encourage her hand to stay right where it was.

  
“We can head back if you’re having a bad time. I shouldn’t have made you come out. I just thought you could use the pick me up. “ she said with a look of concern as she slipped into the booth next to him.

  
“What?” 

  
“A pick me up...since you had such a rough day. I thought it would help to distract you to have a little fun.....but you’re miserable and we can just head back now.” she finished and her eyes darted toward the door. 

“No!" he said quickly. "I’m fine. I’ll be fine. Let’s just stay a little longer. It’s helping. I’m just sorry I’m lousy company. If you want to head back…”

“No, I want to hang out with you a little longer. I’m just not used to being the one having to carry the conversation” she smirked and gave him a pointed look.

“Ha..yeah. I’ll do better." he promised. "How much money did you make hustling those guys at darts?"

“Enough to get us another round of drinks…and cover dinner and a movie tomorrow night if you’re game.”

“Hmm…" he drew out as he pretended to mull it over. "Depends on which movie. I’m assuming you get to pick....."

“Of course I do! I did all the work to get our tickets” she scoffed.

“Ha! That was hardly work Melinda. You could have beat them blindfolded and backwards.” he remarked with a smirk and arched brow.

“yes…but they didn’t know that…hence the hustling part. Plus it was hard work missing that first shot, so they thought they had a chance. I don’t think you realize how hard it is for me to intentionally do bad at something.” Her eyes were shining with amusement and his smile grew as he placed his hand over his heart in feigned surprise and awe.

“Oh believe me, I’m well aware! It almost killed you that _one_ time you let me pin you in hand to hand. I gotta say.....I wasn’t prepared for you to make such a sacrifice.”

“Well….that’s what best friends are for right? Plus I knew your ego needed a little pick me up after I’d just pinned you the previous twelve times.” she threw back at him and her smirk started to morph into a full blown smile. 

“Gee, what did I ever do to deserve a best friend like you?” He teased. He waited for her typical clever reply, but turned and looked at her when she sat quietly for a moment. 

“Just by being you, Phil. There’s no one like you, and I ask myself all the time what I did to deserve _you_.” Her smile was gone as she cast her eyes down and away from his gaze.

Melinda May rarely got serious about things like this, so to hear the truth in her tone as she stared down at her drink, left him speechless. He took a sip of his drink and carefully weighed his words. He tried to wrap the adoration and love in a careful platonic friendship response, but was sure he wouldn’t pull it off as he softly spoke.

“You’re by far the most incredible woman on the planet, Mel. Just hanging out with you makes my worst days better. I’m well aware of how undeserving I am of your time and friendship. I mean…look at you. You’re so beautiful inside and out. You’re smart and clever, and strong…”

“You think I’m beautiful?” She interrupted.

He swears the drink made him say it. Alcohol makes his tongue loose and his brain form silly thoughts and bad ideas, and he blamed it as his hand tightened around the glass and he swallowed hard. His breath came out far softer and breathier as he looked at her and the words came out.

“You’re the most beautiful woman I’ve ever seen, Mel.”

He almost thought he saw her blush, but then felt his heart drop to his stomach as she looked away again before sliding out of the booth and suggesting they should head back to campus. He should have kept his mouth shut. Best friends did not tell their best friends that they’re beautiful, and he knew he had just made her uncomfortable and ruined the best thing in his life.

He was about to apologize and beg her forgiveness as they walked out of the bar and started heading back to campus; but her hand sliding into his made the words stick in his throat. He was sure he saw her blush this time as she laced their fingers and avoided eye contact.

“Action or comedy?” she asked suddenly. 

“What?” Phil asked confused and slightly euphoric from the feel of Melinda May holding his hand. 

“For the movie tomorrow night? I’ll still get the final choice, but I’ll let you pick the genre. You still want to go right?”

He wasn’t prepared for the uncertainty in her voice. Melinda May never sounded nervous, and the way she bit her bottom lip while she waited for him to respond tested every ounce of self control the drink hadn’t taken. He couldn’t stop the smile on his face as he tried desperately not to hope.

“I’m thinking action. I also think we should go to that diner we found a few weeks ago for dinner. The one with the great shakes. Even better…..We could go somewhere else for dinner and then stop there after the movie for shakes and post movie discussion.” he suggested.

Her smile was back and so was the dancing in her eyes as she looked up at him and nearly killed him with her response.

“It’s a date.”


	2. And then there was...

It’s a date.

No pressure, Phil. Just a date with the most incredible woman on the planet who happens to be your best friend. No need to be nervous just because she’s breathtakingly gorgeous and has proven on multiple occasions how thoroughly she can destroy you. It’s going to be great.

He tried desperately to stop his mind from continuing to add more ways that this night could go wrong to the ever-growing list in his head, but knocking a candle over and setting the restaurant on fire just came to mind. That makes thirty-five ways his mind came up with. No pressure, Phil.

  
He made his way to her room to pick her up and was relieved that the floor was relatively quiet. He raised his hand to knock, but then quickly looked down to make sure he was fully dressed. 'Showing up with no pants on' was number twenty-seven on the list, so he was glad he could mark that one off. He had been nervous all day and felt like a middle school girl trying to decide what to wear. He pulled the tie and dress shirt off at the last minute as he remembered it was dinner and a movie, and fancy restaurants weren’t Melinda’s kind of thing. He hoped the jeans and dark red sweater he had thrown on were okay. He was starting to second guess that too when the door opened to a smirking Melinda.

“You planning to just stand there all night?”

“Umm…no….just trying to remember if I turned the oven off.” He supplied with a nervous grin.

“Uh huh…sure.”

  
“You look beautiful.” He breathed. It was a major understatement he thought as he took in her jeans and loose black shirt. The material looked soft like silk, and he pushed his hands in his pockets to keep from touching her. The blush on her face made his awkward bumbling about ovens worth it, and he thought for the hundredth time today that he couldn’t bare to mess this up.

  
“You ready to go?” She asked as she grabbed her leather jacket and bag.

  
“I’m ready. Are you?” The look in her eyes when they met his proved she understood what else he was asking. He was suddenly filled with a confidence he’d never felt before when a soft smile graced her lips and she replied, “Yeah, Phil. I’m ready. Let’s do this.”

He had never been on a date with someone he knew this well before. By the time they reached Lola and started heading off campus, the familiar comfort of being with his best friend set in; and they started exchanging their usual banter and recounted their day to each other.

“I thought we could head to the next town over for dinner and the movie. That okay with you?” He asked as they passed the exit for the local theater and got on the main highway instead.

“Sure.... What? Are you embarrassed to be seen on a date with me?” She teased.

“What?! Are you kidding me? I wanted to get t-shirts made!” She laughed at that, and he bit his lip to keep from telling her he wasn’t quite joking about that one; but that was number five on his list, so he had ruled it out.

“I umm…actually…just wanted it to be you and me tonight. I didn’t want to run into anyone and have to share you.”

“Oh….good! So….the new Bond movie is playing. We can look up the showtimes while we eat.” She suggested.

“Yeah..okay. There’s a great pizza place not far from the theater. That okay?”

“It’s perfect.” She said with a smile as she settled back into her seat.

  
He was pretty sure his face was going to hurt later; but he was driving out of town in Lola with Melinda May in the passenger seat, and they were on a date. His smile got even bigger.

The pizza was good, but Melinda sitting beside him and stealing a breadstick off his plate may be his new favorite thing. She hadn’t hesitated to slide into the booth next to him rather than across from him, and his arm tingled every time hers brushed against it. She leaned in close to look with him at the movie times listed on the paper he'd grabbed outside, and she had a smirk on her face when she had to call his name twice to get him to respond to her question. Her hair smelled good. The next time she had to get his attention she used a projectile piece of breadstick that bounced off his temple. Her hair smelled really good.

The movie theater wasn’t crowded and he sighed in relief when he didn’t recognize a single face in the crowd. She grabbed their popcorn and drinks while he got the tickets, and when they had found what Melinda referred to as “the best viewing seats” they clinked their cups together in salute to the poor guys Melinda hustled at darts which paid for this date.

  
The lights lowered and the movie started. He tried to focus on the movie; but he had the whole cliche “fingers brushing in the popcorn” thing going on, and he was focused on not blushing each time it happened. He was internally debating the pros and cons of trying to put his arm around her when she startled him with a whispered, “I’m gonna need you to make a move Coulson. I’m starting to think you’re not all that interested.”

  
He gave a soft chuckle and slid his arm around her shoulders and pulled her close. Her head settling on his shoulder was the very definition of perfection, and he placed a soft kiss to the top of her hair. He wasn’t even sure what movie they were watching anymore.

He tossed their trash as they left the theater and boldly reached down to take her hand. She laced her fingers with his wearing the most beautiful smile on her face, and his heart felt indescribably full. He held the door open for her as she climbed into Lola and tried not to be disappointed by the sudden lack of contact with her.

  
They discussed the movie on the way to the diner and had moved on to listing all the unrealistic stunts by the time they got their shakes.

  
“He shouldn’t have even used a gun to begin with.” she huffed with an annoyed roll of her eyes. 

  
“Well not everyone can fight like you, Mel. Some of us are weaker and less lethal so we have to suck it up and use guns.”

  
She smirked at that and took a long sip of her shake. The clever retort she was no doubt about to deliver was caught in her throat when the door opened and his stomach knotted. Maria Hill and Victoria Hand walked in with a very loud John Garrett behind them. He could see Melinda silently planning an exit strategy, but it was too late. They had been spotted, and a smirking Garrett was making his way over to slide into the booth across from them.

  
“Well……this explains why Coulson didn’t want to go to the Sci-tech party with me tonight. I got stuck hanging out with Thelma and Louise instead. Seriously? What is this? You two pulling a prank without me? Who’s the target? Don’t tell me you’ve already pulled it off! Wait….you didn’t prank me did you? I’m not going to be dyed purple when I turn my shower on again am I, May?”

“Well….first…the shade was Plum, and you wore it well. Second…no pranks. We’re just hanging out.” She said as Maria and Victoria joined their table.

  
“Good! We’re just grabbing some food before we head to the bar to start a pool tournament. Sitwell and Blake are already there getting everything started. I need a partner and I’m a better shot than Phil. We can sweep the tournament and use the money on better drinks.”

  
Phil’s heart sank at the idea of their date ending and joining the group, but he knew Melinda liked that kind of thing and didn’t want to be the reason she missed out. He was about to tell her was fine with going, but she cut him off.

“Actually….we’re good. You guys go ahead. We’ll catch the next one.”

“Oh come on, May! You know you want to play!” He begged.

  
“No means no, Garrett.” Maria said as she pulled him up from the booth. “You guys have fun. I’ll see you at home, May.”

  
“Bye Maria. Stay out of trouble.”

“Yeah right! Go ahead and prepare the bail money” retorted Hand as she followed them to the counter to pick up their food and head out.

“We could have gone with them.” Phil said once they were alone again.

  
“I know…” she replied as she slid her hand into his “but I didn’t want to have to share you either.”

He pressed his lips together to try to contain the smile threatening to erupt on his face, but he was only half successful. He stroked his thumb softly across the back of hers and waved his free hand in invitation to speak as he prompted, “Well then…..tell me how much more efficiently Agent May could have saved the world than Bond.”

  
She laughed at that before making a very detailed list of how she would have done it. He missed half of what she said, but regardless, he was confident her way was better.

He tried to drive back slowly without being too obvious about it, but he was reluctant to say goodnight and have the night be over. He thought perhaps she felt the same as she slowly walked them back toward her dorm once they returned.

“I had a really great time tonight, Phil.” she said with a soft smile as her hand squeezed his.

  
“Me too." he replied looking down at their hands as he walked. He tried to play it cool, but couldn't quite cover the hopeful lilt to his voice as he asked, "Does that mean you wouldn’t be opposed to doing this again sometime?”

“Hmm….that depends….are you asking me out on another date, Phil?” she countered with a smirk. 

“Yes. I am 100% asking you out on another date.” He responded immediately with his head bobbing in confirmation. 

  
By this time they had made it to her door, and he was pleased to find the floor relatively quiet and empty again.

“Then I would love to go out with you again.” She said as she leaned back against her door and looked up at him.

  
“Would it be too forward to ask if you have plans for tomorrow night then? Our schedules get rather busy during the week, and I don’t really want to have to wait till next weekend to spend time with you like this again.”

  
“Actually….I was thinking the same thing. Tomorrow night sounds great, Phil.”

  
“yeah?.…okay….good. So…umm....I’ll pick you up tomorrow night at 6 then?” he said as steady as he could manage with the first date jitters from the start of the night returning.

  
“Sounds great.” she replied as she looked down at their still clasped hands and then up at him through her lashes in a way that made his heart hammer in his chest.

  
He swallowed hard and then decided to take a chance. He used his free hand to tenderly tip her chin up before he leaned in and placed a gentle kiss on her cheek. He was blushing when he pulled away but managed a soft, “Goodnight, Melinda”.

Before he could step away, Melinda reached up on her tiptoes and placed a soft kiss on his cheek as she whispered, “Goodnight, Phil” and let herself into her room. He stood there for a moment with the biggest dopey smile on his face. He was about to head home when a small scrap of paper slid out from under her door. Confused he picked it up and smiled as her familiar script said, “Best first date ever.”

  
“Yeah, Mel” he said softly to the closed door “it really was.”


	3. Followed by....

The day seemed to take forever. He tried doing things to distract himself and make the day go by faster, but all he could think about was getting to go out with Melinda again. He had lain awake until the early morning hours trying to decide what they should do, and where they should go. He wanted to do something that would give him a chance to talk to her and see her face, so he ruled out a movie. Plus they had done that last night. He knew she liked ice skating, but thought he would save himself the embarrassment of falling on his face all night. He fell asleep with no good ideas, but after cleaning his room, doing all of his laundry, and reorganizing his comic book collection today; he had an idea.

“Mini golf?” She asked as he opened Lola’s passenger door to let her out.

  
“It’s lame isn’t it? We don’t have to do this, we can do something…” He glanced away and rubbed the back of his neck. He had just reached for the door to let her back in the car; but she touched his arm, and he looked up to see her smiling.

“It’s perfect.”

“Yeah?” He questioned nervously.

“yeah….but…there is one thing.....” she trailed off.

“what?”

“You have to promise not to whine and complain when I beat you. It totally kills the vibe of the date.” She finished with that smirk of hers he loved so much. He crossed his arms and chuckled.

“Ha oh that’s funny! Melinda…I have never lost at putt putt…..NEVER.” The laugh was gone, and he put on his most serious face. She didn’t seem affected by it.

“Until tonight…..You’ve never lost at putt putt until tonight. Tonight….you lose.”

“Haha ohh…you’re cute. I’m going to enjoy rubbing this conversation in your face when I beat you.” He scoffed with hands on his hips and a growing smile on his face.

“Bring it on Coulson”

“Prepare yourself to be overwhelmingly amazed, May. You’re welcome to clap if you want.”

“Now you’re getting cocky. Let’s raise the stakes then…Phillip” she said with a pop of the ‘P’ at the end. “If I win….you have to help me with a prank I have planned for Garrett, and in the unlikely event that we get caught, you have to take the blame.”

He pretended to think it over for a moment before responding, “Okay fine….but when I win….hmmm….let me see….”

“There’s no need to think about it." She interrupted. "I’m going to win, so you don’t have to work that brain of yours coming up with a prize. Garrett is going to be sooo shocked. It may turn out to be my best prank yet…”

“That’s great…and I’m sure Maria will have a good time helping you with it. I’ll probably be too tired from all my winning to help. Speaking of…. _when_ I win….you have to wear something Captain America related for a week. It has to be in public too…not just around in your room.” He smiled just picturing her in Cap themed shirts and hats. She looked at him with an arched brow and amused smirk.

“Really Phil? You could have come up with anything…and this is what you came up with? You didn’t want to ask for a kiss?”

“I thought about it….but….”

  
“but?” She questioned as her brow arched a little higher.

  
He looked at her for a moment as he tried to think through his response. Of course he wanted a kiss from her! He’s wanted that since the day he met her, but there is more to be considered than just kissing. He just didn’t know how to explain it to her. He looked anywhere but at her as he tried to find his words.

“I’m a gentleman. I don’t want you to kiss me because you have to. I want you to kiss me because you really want to.”

She seemed surprised by that, but her eyes narrowed just as bit as she asked, “What about if _you_ really want to?”

“I always really want to…..but I’m okay with taking our time. You’re important to me, Melinda. I want to do this right. Messing this up and losing you isn’t an option.” He needed her to know that. He needed her to understand how important this was to him….how important SHE was to him. The silence was killing him so he chanced a glance back at her to see her smiling softly.

“It isn’t an option for me either.”

  
Her smile grew at his sigh of relief. He wanted to break the tension a little, so he smiled and started to lead her over to the counter to pick up their putters and balls. Before they were in earshot of the guy behind the counter he reached down and grabbed her hand. When he had her attention he smiled and said, “Good to know…and just to be clear…..i’m going to think it’s pretty hot seeing you in Captain America stuff.”

“Not a chance, Phil. You’re going to be my partner in crime against Garrett” She responded with a laugh. He would be nervous about what she had planned, but he was feeling pretty confident. He just nodded with a patronizing smile and a wave of his hand in the direction of the course.

  
“Well….I guess we won’t see until we play. Shall we?”

She leaned up to place a quick kiss to his cheek before heading toward the first hole with a much too confident sounding “We shall.”

An hour later he had won.

It should hurt his ego a little that the only thing that he has ever beaten Melinda at is putt putt, but a win is a win he thought; even if it was only by one point. He doubted she would stick to her end of the deal, and was well aware that she only had to smile at him or kiss his cheek again to persuade him to let her out of it. He was also pretty sure he’d be helping with that prank too. He was such a sucker when it came to Melinda May.

He didn’t brag about beating her, nor did he remind her of her confident words from earlier. He was a humble winner, or he would be considered as such if he could manage to wipe the big grin off of his face. At least he didn’t pump his fist in the air. He just stood there leaning on his putter with the big happy grin on his face. She huffed and rolled her eyes, but she couldn’t seem to keep the smile off of her face either.

  
“For all I know you came out here all day to practice.”

  
He laughed and took her hand as they walked back to the main building to return their putters.

“Actually it’s just something my dad and I used to do together. He was terrible at actual golf, but he sure could bank a ball off the windmill like a pro.”

She squeezed his hand and he glanced over to see her soft smile. His dad would have loved her.

“Did this make you miss him?”

“A little….this was our ‘thing’, but I like sharing parts of my past that matter to me with you. You’re my best friend, and I got to make a new memory with you tonight. Now when I come back, I won’t think about how much I miss my dad. I’ll think about the time I TOTALLY beat you at putt putt.”

“It was ONE POINT!!” She scoffed and playfully shoved his arm.

He didn’t point out that it was still a point more than she got, but instead lifted her hand to his lips to place a soft kiss on the back of it as he led her to the passenger door of Lola and let her in.

  
“Let’s get you some food. You’re cranky when you’re hungry and lose at putt putt.”

“Ha….I am totally calling for a rematch! Next time I won’t let you win.”

“Oh is that what happened?” He laughed. “Now I know you’re hungry. The delusions have set it. I think the protein in the burgers will help you settle back into reality.”

  
“Ughh…just feed me Coulson.” She said as she crossed her arms and pretended to be annoyed with him. He just smiled even bigger as he headed toward their favorite burger joint.

He was smart enough not to bring up their putt putt game again while they ate. Instead they traded stories of growing up, and memories they had with their families. He learned that her dad loved to golf and let her drive the golf cart around the course once until she crashed it into a sandpit. He told her about the time he tried to rescue his cat out of the neighbors tree, but was accused by the 65 year old woman who lived there of trying to sneak a peak at her in her ‘knickers'. He told her how humiliated he was when his dad tried to give him “the speech” later that night until his mom finally explained what had really happened. He never went into the neighbors yard again after that and was so relieved when she moved to Florida the next summer.

  
He was sure neither of them had laughed so much before. He didn’t mind telling her his embarrassing stories if it made her laugh. Her laugh made his insides turn to jelly and his heart swell. Knowing he was the reason that she was happy was far sweeter than beating her at putt putt.

  
He took his time driving her back to campus again, and stole glances at her as much as he could without crashing the car. She was relaxed back into the seat with her eyes closed as she hummed along to the radio. She was exquisitely beautiful, and he tried to memorize exactly how she looked in that moment. She opened her eyes to see him watching her, but simply smiled as she said, “Eyes on the road, Coulson.” He blushed and turned his eyes back to the road. 

He walked her back to her room and they paused outside of her door.

“So….I guess I’ll see you tomorrow?”

“Tomorrow?” He asked confused.

  
“Yeah….for breakfast and then our 8am class.”

“Oh….yeah…class. Yep…I’ll see you for breakfast and then class.” He nodded and swallowed nervously before continuing “I had a really great time tonight, Melinda.”

“Me too, Phil.”

“Good.” He smiled. “Goodnight, Melinda.”

She watched him for a moment with the look in her eyes she gets when she’s contemplative. She hesitated a moment more before reaching up to hold his face in her hands and slowly bring his lips to hers. The kiss was soft and sweet and lingered for a moment before she looked at him with flushed cheeks.

  
“What was that for?” He asked stunned as the big dorky smile started to spread across his face.

  
“I just really wanted to” she whispered. “Goodnight Phil.”

  
He leaned down and softly pressed his lips to hers again before placing an even softer kiss to her forehead and whispering back, “Goodnight, Melinda.”

He watched her as she let herself into her room and closed the door behind her. He quickly reached into his pocket and pulled out the small pencil from the putt putt place and gum wrapper from earlier. He quickly wrote down a few quick words and slid it under her door. A moment later he heard her soft laugh as she read his words, “Best first kiss ever” followed by her voice coming quietly though the door.

  
“yeah Phil, it really was.”

He smiled all the way home.


	4. Until.....

**Summary for the Chapter:**

> The fluff continues...

He was waiting for her at breakfast the next morning. Was he supposed to be waiting for her at breakfast? Maybe he was supposed to play it cool and just go about his breakfast like normal with a casual nod and “what’s up” in her direction when she got there. Maybe she would think he wasn’t a gentleman, because he didn’t wait and started eating without her.

Maybe he was overthinking this. He was definitely overthinking this. He should just go fix his plate and stop overanalyzing everything.

He got up to do just that when the cafeteria doors opened, and she walked in. Problem solved.

She smiled when she noticed him and started walking towards him. He had planned to meet her half way so that they could just get in line together, but he finally noticed what she was wearing and stopped dead in his tracks. She was wearing a Captain America t-shirt.

Melinda May was wearing a freaking CAPTAIN AMERICA SHIRT!

The fanboy inside of him was going nuts, but he couldn’t decide who he was fanboying more over at the moment: Captain America or Melinda May. It didn’t matter. She looked good.

The shirt was a little big on her, so she had rolled the short sleeves up to form a neater cuff and tucked the bottom into her jeans to give it a better fit around her small waist.

‘This must be what a heat attack feels like’ he thought as she approached him; but as she waved her hand in front of his face to get his attention, a new realization struck him.

“Is….is that my shirt?” He stuttered and she just rolled her eyes before responding.

“Where else did you think I was going to find Captain America stuff to fulfill my end of the bet? Your room is like a jack pot of Steve Rodgers memorabilia.”

“That’s true.” He chuckled then it dawned on him “Wait…you went into my room?”

“Well to be fair....I knocked first, but you had already left for breakfast so I let myself in to grab it.” she shrugged.

“So….you broke into my room…huh...glad I didn’t have anything embarrassing laying around…” he said as she started to lead them towards the food line.

“You mean besides the Captain America shrine you’ve got going on in there?” She quipped.

He blushed and laughed as they started to fill their plates. “Yeah…besides that.”

“Nope. Seems you’re a pretty neat and organized guy, Phil Coulson….no Captain America boxers laying out anywhere.” She said and then paused to let him relax for a moment before adding. “Just saw those in the drawer when I was looking for this shirt.”

His cheeks flushed even brighter as he followed a laughing Melinda to their table.

They were almost finished eating when Garrett approached their table to take a seat, and a smirk spread across his face at the sight of her apparel.

“Wow…looks like Phil’s dorky side is finally rubbing off on you, May. I told you it was contagious. What did he do? Pay you to wear it so people would finally believe he could actually get a girl to talk to him?”

  
Phil was about to tell him about the bet, but Melinda interrupted.

“Actually, we overslept and I couldn’t find my shirt this morning so I had to borrow his. Guess he threw it farther than he thought last night.....We were kinda in a rush. Oh well! We can look for it later.... Let’s go, Phil. We don’t want to be late for class.” With that she stood and Phil jumped up to follow her as he grabbed both of their trays leaving a shocked John Garrett in their wake.

“Mel, he’s going to think that we…you know…” he pointed out as they dropped off their trays and left the cafeteria.

“Relax, Phil” she soothed with a roll of her eyes. “He’s an idiot…but he’s also your room mate. He’s going to be able to puzzle it out eventually. Surely he did’t come home so hammered that he can’t remember a girl in the bed across from him.”

Phil began to relax as he thought about that. “No…he actually got home early last night, and we talked for a while…he wouldn’t shut up and told the same story three times. But….he is an idiot. It’ll take him until at least lunch to figure it out.”

“Good!” She nodded. “That will give me time to get you up to speed on the prank I have planned for him then.”

Phil groaned as they took their seats next to each other in class. He knew he would get roped into that one whether he won the bet or not. He could remind her that he isn’t obligated to help her; but he stole a glance at her next to him as the instructor took his place at the front of the room. She was spinning a pen between her fingers with the sweetest smile on her face and his shirt on her skin. She turned her head to catch him watching her and winked at him before smiling shyly and began copying the notes the instructor was writing on the board.

He really loved that girl. He was definitely going to help her pull that prank, but he just couldn’t seem to care as he stole another glance at his captain America shirt on the most beautiful woman he’s ever seen.

‘Cap would be proud.’ He thought as he started jotting down the notes. He thought about the look on Steve Rodgers face seeing someone as incredible as Melinda wearing his shield across her chest, but then a scowl formed on his face as he thought about punching Steve in the face for looking at his girlfriend’s chest.

Girlfriend.

He wondered if he could call her that. How many dates does it take to make her his girlfriend? Maybe he should ask her about that.

His thoughts were interrupted by a scrap of paper being shoved on his desk with the words, “Focus, Phil” scrawled across it. He looked up to see Melinda watching him with a raised brow before pointing with her pen toward the board. He looked up and realized he had missed almost a page of notes. He hurriedly tried to catch up, but only after one more glance at Melinda who just shook her head without a glance in his direction. She was smiling though, and he could almost see a pink tint to her cheeks. He chuckled quietly to himself as he tried to catch up on his notes.

**Notes for the Chapter:**

> It's a short chapter, but had this in my head and wanted to get it out and posted while I had the time.


	5. In the shadows...

**Summary for the Chapter:**

> A couple that pranks together.....

This was a terrible idea. There was no way this would end well. He knew it was a terrible idea as soon as she told him, but she’s so pretty. Also, on a totally related note, he’s a big sucker when it comes to Melinda May and would literally do anything she asked him to. So it is of no surprise that he is crouched down in the dark with her now waiting for the coast to be clear.

“This is a terrible idea.” He whispers, but when she turns her head to look at him her ponytail brushes across his shoulder and he smells her shampoo. This idea is suddenly a little less terrible, especially when he looks over at his well worn Captain America hat that her pony tail is pulled through. It looks really good on her, and he won’t mind that it will smell like her shampoo when he gets it back. His eyes travel down to hers, and she does not look amused at his obvious lack of attention to what she just said. He just shrugs sheepishly and she rolls her eyes.

“I said that this is a brilliant idea, and you need to keep quiet or we’ll get caught.” she whispered as they approached the coordinates.

“Fine…but when we do, I am not taking the fall for this one." he whispered back.

“yes you will” she said with a knowing smirk

“yes I will.” He sighed

“But don’t worry, Phil. We won’t get caught. Just stick to the plan.” with that she slipped into the room without a sound.

Ah yes…her brilliant plan. She went over it in detail with him yesterday after class. He had thought it was a terrible idea when she explained it. He had even almost talked himself into backing out and letting Maria help her, but Garrett had shown up at their study table outside and said that he knew Melinda was never in their room the night before. He also threw in that he knew Coulson couldn’t even get a second glance from the 70 yr old campus librarian, let alone a girl like May. He could have handled that, but the final straw was when Garrett winked at Melinda and offered to lend her one of his shirts some time. That’s when he made up his mind.

Garrett was going down.

  
Which is why he was now reaching into the magic backpack of revenge and pulling out the first item to hand to May. He thought he would feel more uncomfortable handing her several pair of women’s underwear, but he was surprisingly cool about the whole thing. Thinking about Garrett helped.

She switched them out with the boxers in his drawer and grimaced a little at having to touch them. She looked at Phil as she reached for the next drawer and with his nod of confirmation, she slowly and quietly slid it open. It gave the faintest little squeak as she pulled the last inch toward her, and they both froze and glanced toward the bed. Garrett was sound asleep, so they turned back and quickly emptied the drawer of all his pants. He stuffed them in the duffel bag with the boxers and then reached into the back pack to hand her the pair of pants they had brought with them.

They then moved to Phil’s dresser and he handed her all but one of his pair of pants and then shoved all but a pair of his boxers in the duffle himself. She smirked at that with a raised brow, but he just rolled his eyes and pointed toward the closet. They worked quickly and quietly to remove the rest of Garrett’s clothes from his closet and most of Phil’s as well. He handed her the remaining item from the backpack, and she placed it carefully in the closet. After a final check, Melinda nodded that they were done so he handed her the bags. He slipped quietly into his bed and under the covers. He watched as Melinda started making her way stealthily toward the door, but seemed to change her mind instead. She carefully placed the bags on the floor by the door before tiptoeing back towards Phil’s bed. She leaned down and placed a long sweet kiss to his lips. He had just slid his hand up her cheek and into her hair when she pulled back. She gave him another quick kiss, smiled, and then swiftly made her way back to the door without a sound. She picked up both bags before blowing him a kiss and slipping out into the hallway. He closed his eyes with a smile on his face and tried to get some sleep while he could.

It was a few hours later when the alarm sounded. The emergency drill that Melinda had been tipped off to was starting which meant that they had all of seven minutes to throw on clothes and rush out to the lawn to meet their S.O. He heard Garrett frantically pulling open drawers as he slipped on the pants and shirt Melinda had left him and slid into his shoes.

“See you out there Garrett! Hustle up!” He called as he rushed past him out the door trying not to laugh and give it away.

He was standing in formation on the lawn with his fellow cadets when the last couple of trainees came rushing out the door followed by Garrett. He heard people start to snicker around him, but he gave Garrett credit for keeping his cool. As the S.O. started looking him over, Garrett stood ramrod straight at attention as if nothing was wrong. He wished he could see Melinda’s face right now, but he wouldn’t risk glancing her way. He knew she was loving it though.

“Cadet Garrett! Explain!” The S.O. ordered.

“I’m sorry it took so long, Sir. It won’t happen again!” Garrett responded as if the S.O.’s complaint was the amount of time it took him to get down rather than his non-regulation attire.

The S.O. stared him down for a moment before giving him a slow smirk.

  
“Cadet Garrett will be leading the run tonight.” The S.O. declared to the group and then said directly to Garrett, “You better not let anyone pass you, Cadet”

“No Sir!” Garrett responded and with the final order from the S.O., he began to lead the group toward the path they would be taking.

The snickering commenced as Garrett ran in front of them with a skin tight see through black shirt on, feminine cut pants with the words, ‘Can’t touch this’ bedazzled across the buttocks, and a little bit of hot pick lace peeking out from the top of the pants. It really was a brilliant plan.

He smiled as Melinda kept pace next to him, and he reached out his hand to give her a high-five. He spent the rest of the run trying to think of how he was going to distract Garrett long enough when they got back for Melinda to sneak into their room again and return all of the clothes.

  
They could have easily passed Garrett, but he had heard the warning the S.O. had given and didn’t want to get him into any more trouble.

Plus…the view was just too funny.

**Notes for the Chapter:**

> Because Melinda May the prankster gives me joy.


	6. The in-between....

  
They hadn’t had a chance to be alone together since the night of the prank almost two weeks ago. He missed her. They were both bogged down with classes and training so their time together had been limited to meals and classes they shared. No one knew they were together yet, so he couldn’t even hold her hand or give her a hug let alone kiss her. He really wanted to kiss her again.

They finally had a free weekend coming up, and he had wanted to ask her out on a date for Friday night; but at dinner last night Maria had brought up Blake’s party, and everyone started making plans to go. Melinda had looked at him helplessly; but before he could say anything, Maria was already making plans for the two of them to meet up with Hand and go together. He put on a smile to hide the disappointment over his ruined plans and agreed to go as well.

He was trying hard to pay attention in class, he really was; but he was in a funky mood and the lecture was boring. He had just started drawing the Captain America shield at the top of his notes when a small hand entered his line of vision and dropped a scrap of paper on his desk. He turned to Melinda, but she was looking toward the front as if she was totally absorbed in what the instructor had to say. He chuckled quietly and opened her note.

“I was kinda hoping to not have to share you with the group Friday night, but maybe we can sneak out of the party early without anyone noticing. Interested? Circle yes or no”

He broke into a big smile at her middle school gesture and found his funky mood from before replaced by the inexplicable ability of his best friend to lift his spirits. He caught her watching in his peripheral and pretended to have to think about his response. He didn’t even have to look to know that she was rolling her eyes at him. He circled his response and made a note of his own at the bottom.

  
“If I’m really good and share you with others on Friday night, can I have you all to myself Saturday night pretty please? Please circle the correct response: yes or no.”

He waited until the instructor turned to add a note to the board behind him before slipping the note onto Melinda’s desk. He didn’t even pretend to be paying attention to the lecture and watched her openly as she read his note. She smiled and took her sweet time circling a response before looking at him as she slid the note into her book instead of giving it back to him.

He pretended to be shocked and just shook his head at her.

“Mr. Coulson, what are your thoughts on that?” He heard the instructor ask and looked up quickly to try to find a clue on the board as to what they were even discussing. He panicked for a second before Melinda spoke up.

“Sir, If Coulson doesn’t mind…I’d really like to answer this one.” She interjected and turned towards him as if genuinely asking for his permission to answer.

  
“By all means, May” he acquiesced and tried to keep a neutral face as she gave a long and thorough response as to how Hydra had been allowed to flourish during the early days of SHIELD and why preventative measures need to be put in place to ensure the inability of Hydra to infiltrate the ranks of SHIELD. She even gave a few well enunciated ideas for security measures that could be put in place. 

The instructor seemed impressed by her response. Geez…HE was impressed by response.

  
He carefully tore a corner from his notes and jotted a couple of words down quickly. As soon as the instructor had turned away, he slipped it on her desk.

She smirked when she read the words “show off” and just looked at him with a shrug of her shoulders and smiled.

She was a very pleasant distraction, and well worth the risk of being called out in class again. 

She handed him the first note back between classes and he smiled at her circled ‘yes’ to his question about Saturday night.

He was so glad tomorrow was Friday. The weekend couldn’t get there fast enough.


	7. Then the out in the open....

She was going to be late to the party. Her training session ran long, so she sent Maria and Victoria ahead without her. He was already frustrated that they couldn’t come together, and now he was at the party and she would be close to an hour late.

They hadn’t had a chance to define what they were, and that wasn’t something he wanted to ask her in a passed note in class. Mainly because he didn’t want to be in a room full of other students if she circled ‘no’ to being his girlfriend. They had only been on a couple of dates over the month that they had been together, so it was probably too soon to bring that up anyway.

He sighed and went back to surreptitiously watching the door when a woman he didn’t recognize stepped in front of him. She was pretty with long hair and tan skin sporting a short red dress. She probably would have been someone he found attractive a few months ago, but right now she was blocking his view of the door, so he found her annoying.

“Hi, I’m Camilla Reyes” she said with a thick accent as she held out her hand in greeting.

  
He really wasn’t in the mood for small talk and didn’t want to miss seeing Melinda come in; but his mother had raised him with manners, and he should use them.

“Phil Coulson” he responded and shook her hand while trying to slide a little to the left to get a view of the door again.

“It’s nice to meet you, Phil. I’m here for the semester as part of the exchange program with Peru.” She carried on while she slowly moved the straw around her cup.

“That’s interesting,” he replied as he gave up on trying to see the door with a long sigh “I guess that’s why I haven’t seen you around before.”

She giggled and for some reason it made him feel uncomfortable, especially when she moved her hand from the straw to place it on his arm.

“I’m sure I would have remembered meeting you before.” She said as she squeezed his arm and tilted her head to the side.

Wait a minute….was she trying to flirt with him? Abort! Abort! He glanced around to try to find one of his friends for an extraction.

With his view to the door blocked, he didn’t notice Melinda slip in and join Garrett and Maria at the drink table.

“Has anyone seen Phil?” She asked as Victoria joined them.

“Oh yeah….he’s a little busy right now.” She said with a smirk as she grabbed a cup and started pouring herself a drink.

She looked at Victoria confused until she heard Garrett’s low wolf whistle beside her.

“Well….look at that….Coulson can get a girl…..and what a girl he’s got!” He said with an obvious roving of his eyes over the girl.

She finally caught sight of Phil across the room in a discussion with a very pretty girl who had her hand on Phil’s arm and was slightly leaning into his personal space. Phil stood there holding his drink and nodding to whatever she was saying, but she could tell he was tense.

“We should probably go rescue him.” She suggested and was about to head that way when Maria stopped her with a hand on her wrist.

“Rescue him? Coulson deserves to get a little action. Let him have his fun. He certainly doesn’t seem to mind her company. Garrett might find himself sleeping in the hall tonight.” She finished with a wink to Garrett.

“Or maybe I’ll just find someone willing to take me home” Garrett responded with an obvious wiggle of his eyebrows.

“Yeah right,” Melinda said as her eyes went back to Phil and the girl. “Phil’s obviously not interested in her. You can tell by looking at him just how tense he is.”

“Maybe he’s just a different kind of tense in a room full of people.” Garrett offered suggestively.

“I’m telling you he’s not interested.” She insisted and felt herself growing annoyed with the whole conversation and what they were implying about Phil. She turned back to the drink table to refresh her cup and take a deep breath.

“Seriously? She’s hot and he’s a guy. Why wouldn’t Coulson be interested?” Victoria scoffed.

“Because he has a girlfriend!” she shouted in frustration and all eyes turned to her. She turned just in time to see that Phil had walked up and stood there with his mouth hanging open. It would be comical if she wasn’t so ticked off.

“I do?” Phil asked stunned, but the look on her face had him quickly adding, “It’s just that we haven’t talked about it, and I wasn’t sure how you felt about titles”

“Wait a minute. You two are together?” Maria asked looking back and forth between the two.

“Yes!” Melinda answered while pinching the bridge of her nose to stop the tension headache she could feel coming on.

She looked up to see Phil grinning like an idiot and suddenly she found herself rolling her eyes at him with a growing smile on her own face. Dork.

“Umm…Hello! Details Please!” Maria pleaded

Phil finally sprang into action and grabbed Melinda’s hand pulling her away from the group.

“We’re gonna need a minute.” He threw over his shoulder.

“Seriously?!” He heard Maria cry out. He wasn't concerned about any of them right now. Melinda May had just said she was his girlfriend.

They made it outside and found a quiet spot away from the partygoers. As soon as they stopped walking and faced each other, Melinda pulled her hand away and crossed her arms over her chest. Her eyes studied the ground and anyone who didn’t know her would think she looked bored or disinterested. He knew her better than he knew anyone. She was nervous.

“We don’t have to have titles if you don’t want to. I just said it to shut Garrett up. We don't even have to be exclusive.... If you think it’s too soon….” She trailed off

“Too soon?” He interrupted. “I wanted to call you that after our second date, but was too nervous to ask you about it.”

“hmm….really?” She said quietly as she glanced up at him through lowered lashes.

“Ohhhh….yeah......and no one else...Just you. ” he replied as he reached down to take her hand.

“So….does this make me…like... officially your girlfriend then?” She asked with a smirk as she laced her fingers with his and slid the fingers of her free hand into his belt loop to tug him closer.

“I think so……wow.” He smirked and shook his head.

“what?” She inquired with a raised brow as her smirk inched its way into a smile.

“Melinda May is my girlfriend.” He smiled “I should get a t-shirt made! Wait…that would probably be weird to get a t-shirt made, right?”

“More like dorky” she responded “but……maybe you should get one like that in case I’m running late to a party, and some girl starts to flirt with you.”

“What girl?” He asked as he leaned down to kiss her.

“Good Answer!” She whispered as she reached up to find his lips. She spent the rest of the party attempting to make sure she wiped out all of his memories of the flirty party girl.

It worked.


	8. The little details...

“So…..you and Phil?” Maria prodded as she flopped onto Melinda’s bed “You two never made it back to the party….I wasn’t sure if you would be coming back to our room last night…or worse…I’d come back to find you’d brought Coulson with you.”

Melinda rolled her eyes as she started pulling clothes out of her dresser and tossed a shirt at Maria’s face.

“It’s still new Maria. We’re in no rush”

“Can we please just discuss how this even happened? You’ve had half the guys on campus panting after you for months, and you pick Phil Coulson. You remember him right? I mean…I know they say love is blinding….but…..so is the Captain America shield on that shirt he wears all the time. This is Phil Coulson, president of the Captain America fan club, and no one can confirm that there are even other members! He has a VERY extensive comic book collection in his room, and I’m pretty confident he only looks at them with special gloves on.”

“Are you done? She inquired with a raised brow and hands perched on her hips.

“I don’t know…I feel like I should be mentioning that he’s a walking encyclopedia of all facts pertaining to Shield and Steve Rogers and probably the nerdiest guy on campus. Seriously, Melinda….you turned down…”

“He’s also the sweetest and most considerate guy on campus who would go out of his way to do anything for literally anyone.” She interrupted. “He’s not just smart, he’s clever. He’s going to be running the place someday, Maria, just wait and see. He’s really funny. No one makes me laugh like he does. He’s a gentleman who ALWAYS makes sure I’m safe, comfortable, and happy. Plus...come on...he’s hott…I mean…have you seen those eyes? And those dimples? Mmm!" She hummed and laughed at Maria who pretended to be gagging.

Her laughter faded into a smile as she got down to the most important fact. "More than anything, Maria, he’s my best friend. He's my favorite person to hang out with; and if something happens, he’s always the first person I turn to. I trust him. I……” She trailed off with a blush and a sudden fascination with the floor.

“You love him.” She finished and smiled at seeing this new vulnerable side of her friend. If Coulson brings this out in her, then she’s totally loving them together.

“Maybe….I know it’s too soon to know that, but I feel….I don’t know….” She sighed and leaned back on her elbows on top of the dresser. 

“I think you do know….and I think you were already in love with the big dork before you even agreed to go out with him.” She smiled as Melinda finally looked up at her. “When did you agree to go out with him? Inquiring minds want to know.”

“You mean YOUR inquiring mind wants to know.” She laughed

“Psshh…not just mine! Hand wants to know too!” She exclaimed as she tossed a pillow at Melinda which she caught easily and rolled her eyes. “Plus, I bet Garrett is grilling Coulson about it right now! So spill! I want all the details Melinda May!”

———————————————————————————————-

“You guys sleeping together?” Garrett asked as his thumbs moved over the controller.

“Nope” Phil answered as he looked up from his comic book to see how far Garrett had gotten in his game.

  
“Too bad, man.” He huffed as he tossed his controller onto the rug and reached up to turn off the game console. “Hey you want to go to the gym and play pick up ball with Blake and Sitwell?”

“Sure…” he shrugged as he slid the comic back into the protective slip cover. “Just let me grab my gym shoes.”

Garrett leaned against the doorframe and watched as Phil tied his shoes. “So….Melinda May is your girlfriend now?” He asked while he waited.

“Yep!” Phil responded beaming and stood up to follow Garrett out.

  
Garrett let out an “Impressive, man” and slapped him on the shoulder as he passed.

  
“Yeah....I know!” Phil agreed as he pulled the door behind him.

They played for a couple of hours before calling it a day. They usually played a little longer, but the other three were still recovering from the party, and Phil was once again grateful for how he’d spent his time. He much preferred spending time with Melinda over a loud party and drinking that always came back to haunt you the next day. To be honest, he preferred spending time with Melinda over anything. Speaking of Melinda, he should probably be heading back to get ready for their date. A quick check of the clock confirmed it, and he gathered his things to head out.

“Leaving already Coulson?” Sitwell called out from where he was stretched out on the gym floor wiping his sweaty face with towel.

“He’s probably got to go get ready for a date with his girlfriend, Melinda.” Garrett answered for him without even opening his eyes or lifting his head from his sprawled position on the bleachers.

Hearing that did make Blake sit up and eye Coulson with an inquisitive brow. “Wait a minute….Melinda May is your girlfriend?”

“Sure is!” Phil confirmed with pride, and a smile spreading across his face.

“Wow….what’s your secret. Phil? She turned down Michaels a couple of months ago and he’s considered the hottest guy on campus. All the girls in my class act like a bunk of freakin middle schoolers when he walks in. They all thought she was crazy when they heard she turned him down. Not sure what you have that he doesn’t” Blake finished as he twisted the cap of his water bottle off and took a long sip.

Phil wasn’t sure about that either. He hadn’t heard about Michaels asking her out until now. He had a couple of classes with the guy, had seen him train. He was well built and had the classic good looks thing going for him. He’d heard the girls on campus talking about him too. He just didn’t know Melinda had been on the guys radar. He couldn’t really compete with a guy like that. He was well aware that Melinda May was well out of his league, and he didn’t deserve her. He had a sudden sick feeling in the pit of his stomach as he wondered how long it would take her to figure that out too.

He thought about making up an excuse and cancelling on their date, but he couldn’t stand the thought of disappointing her.

By the time he had showered and dressed, he had come to the conclusion that he was just going to enjoy every second that he had with Melinda; and if she decided that she could do better, then he would accept that and figure out the rest when he had to. For now though, he had a very beautiful woman waiting to go on a date with him, and he wouldn’t dare make her wait.


	9. The doubts that plague us.....

"You’re quiet, Phil. Everything okay?” She asked as she leaned back in the passenger seat of Lola. It wasn’t an uncomfortable silence, it just wasn’t like him to be so quiet unless something was on his mind.

“Yeah…sorry. Just thinking…” He said as he pulled Lola into the parking space at the side of the diner and shifted the gear into park.

“Think out loud, please” she requested as she reached over to slide her hand across his shoulder. He wasn't sure why he was doing this now. He had convinced himself to just enjoy the night with her, but every time he looked over at her, saw her smile, heard her laugh, soaked in how beautiful she looked, he couldn't stop thinking about how far out of his league she was. 

He shut the car off before turning to face her as he gathered his thoughts. They felt all jumbled when he looked at her, but he wanted to take his time and handle this conversation well, but instead....

“Why are you with me?” he blurted out then thought, 'smooth, Phil....real smooth'.

“Well….because we’re on a date, Phil” she laughed as she turned in her seat to get a better look at him. He seemed upset, and her smile dropped as she became worried. Her hand stilled on his shoulder and she gave it a little squeeze to encourage him to continue. 

“Not right now” he sighed “I mean…why are you WITH me? Why are you my girlfriend?”

She looked confused at first, but then a look of realization crossed her face; and she slowly pulled her hand away and back into her lap to finger the edge of her jacket.

“You’re having second thoughts about 'us'." She nodded and looked down at her hands as she twisted a lose string on her jacket. "It’s okay, Phil. I know it was kinda fast so if you….”

“What? No! I’m not having second thoughts! Why would you think that?” he questioned with a look of surprise and confusion moving over his features. She pulled the string off with a quick jerk and shrugged her shoulders as she lifted her eyes up and narrowed them as she spoke. 

“Well…gee…I don’t know, Phil….maybe you questioning why were together put that thought in my mind.”

  
He reached for her hand and quickly assured her “Because I thought you were having second thoughts….well maybe you weren't ….but you definitely should be!”

She rolled her eyes and squeezed his hand. “The way this conversation is going I’m inclined to agree with you….but why don’t you just take a breath and walk me through it.” she suggested.

“You’re incredible...” he started.

“So far so good….” She interrupted with a smirk that began to melt away some of the tension surrounding him. 

He laughed softly and then let out a long sigh, “Let’s be real, Melinda, you could have any guy on campus…"

“And what if I want you?" She questioned as she ran her thumb soothingly over his knuckles. He watched the movement for a second, mesmerized by the way her soft delicate thumb flitted back and forth like a metronome. He slowly tore his gaze away and allowed his eyes to find hers. 

“For how long?” He swallowed, and he looked so sad that she could hardly keep herself from tugging him closer and wrapping her arms around him until that look went away. 

“I didn’t realize we were putting a time stamp on anything” she said slowly as she tried to make sense of where this conversation was going. 

“It’s just…i was talking to the guys earlier…" he tried to explain.

“What guys?” she inquired suspiciously as some of the dots started to connect.

  
“Blake and Sitwell” he supplied with a shrug of his shoulders as if that were the least important part of the story. 

  
“They’re idiots” she huffed and rolled her eyes.

  
“True…" he agreed wholeheartedly "but they mentioned Michaels…and that he had asked you out…"

“So?” she shrugged not quite sure what that had to do with anything they were currently discussing. 

  
“So.....I could never compete with a guy like that, Mel.” he sighed and allowed his eyes to slide back down to where her thumb had stopped moving on his hand.

  
'Ahh....so that's what this is about' she thought and then tugged on his hand until he looked back up at her. “Who’s asking you to compete? I’m not with you to pass the time until another offer comes along, Phil.”

  
Rationally he knows that she wouldn't be with him if she didn't really want to be. No one makes Melinda May do anything, but that kernel of doubt had been placed; and he was having a hard time shaking it. “I know" he whispered "I just….I don’t deserve you, Melinda.”

She gave a sad smile as the final piece of the puzzle snapped into place. She reached across with her free hand to cup his jaw. Her thumb stroked over his cheek with such tenderness that his eyes slid shut. He turned his head slightly to kiss her palm and opened his eyes again to study her face. 

“I don’t think I deserve you either, Phil. You sell yourself short, but I see you. I see how kind you are, how funny and clever you are....even if you do tell the cheesiest jokes." she complained and his mouth dropped open as he took offense to her words.

"You laugh at my jokes!" he challenged.

"Laugh at your jokes.....laugh at you.....same same..." she shot back with a smirk. She brushed the fingers across the hair at his temple and her smirk faded into a soft smile. 

"That’s what makes us so good together. Feeling like we don’t deserve the other, keeps us from taking each other for granted." she continued. "Last night at the party, Phil....seeing that girl flirting with you" she paused to collect her thoughts and took a slow breath before continuing. "I never let Garrett get to me. I knew you weren’t into her, and I could have just kept my mouth shut and let them think what they wanted. I wasn't even jealous....I was annoyed, yes, but that’s a familiar feeling with Garrett.” 

He chuckled at that and knew she wasn’t exaggerating.

“I just wanted them to know I was yours.” She continued with a shrug. “I love that everyone knows we’re best friends, and that if they can’t find one of us they can just look for the other. I like being connected to you. I really like dating you too and having this new layer to our relationship. I guess I just wanted it out there. I wanted to be able to go to parties with you, or even blow them off because we had better plans. I wanted us to be able to be 'us' with our friends. I probably could have put a little more thought into how we told everyone though.”

“I don’t know…you went for the shock and awe factor. I respect that.” He nodded and finally gave her one of those genuine Phil smiles that made her heart flutter. 

She brushed the back of her fingers across his cheek and returned his smile. She'd been honest about her reaction at the party, but it was time for one more truth. 

“Phil, I turned Michaels down because he wasn’t you. I just want you, and I’d rather you think you’re lucky to be with me than think you don’t deserve me. You know….I kinda think you’re quite the catch…” she finished with a glint of humor in her eyes. 

“Hmm….Is that so? You know I’m super nerdy right? Comic book collection and everything.” he reminded her as he placed his hand over hers and held it to his cheek. 

“I was recently reminded of that, yes…” she smirked and considered asking him if he really does have gloves to view his comics with. 

“Well…as long as you’re aware." he said as he pressed one last kiss against her palm before bringing their hands down to join the ones in his lap. "I’m sorry if I ruined our date with all this" he sighed.

"Well…you know how much I love a good talk…." she said with a smirk and squeezed his hand.

“Yeah” he scoffed

Her look turned serious as she shifted her gaze from their hands to his face again. “We need to talk about things like this. This is too important for us to screw up….so.... if talking through things like this is what it takes to make it work….then I’ll do it."

He nodded in agreement and she slipped her hands out of his and moved back into her seat. "Plus….it’s still early. There’s still plenty of time to impress me tonight, Phil, but you should probably snap to it.”

“Yes, ma’am.” He said as he got out of the car and went around to open the door for her. The rest of the night he let himself stop worrying and just be with her.

If Melinda May thought he was a catch then who was he to argue?


	10. The healthy fear....

It was a nice day out a week later, so he and Melinda had decided to study in the park across from campus. He wasn’t sure it could really be considered studying anymore though. They had worked on their notes for class for almost a whole twenty minutes before she leaned in a little too close to see the notes, and he noticed how very good she smelled. Then he felt the need to tell her how good she smelled as he leaned in to kiss her jaw. That lead to a trail of soft kisses down her neck. He smiled against her skin as he heard her soft gasp when his lips found a particularly sensitive spot. She gasped again, but this one sounded different and was followed by her quickly shoving him away.

“What? Are you ticklish, Mel?” He asked in amusement until he caught sight of the look of alarm on her face. He followed her sight line until he discovered the source of discomfort.

Her mother.

She was standing at the foot of the blanket they had brought to study on with arms crossed and a severe look on her face. He quickly scrambled up and away from her daughter.

“Mom!” Melinda gasped. “What are you doing here?” She asked as Phil reached down to help her up.

“Looking for you, of course. I was told you come here to……study.” She mused with a sharpening of her eyes.

Phil swallowed hard and wiped his sweaty palms on his pants before extending his hand toward her. “Hello Mrs. May. I’m Phil.”

She didn’t even glance at his hand and kept her arms crossed over her chest and eyes locked on Melinda. ‘This is bad.’ He thought and awkwardly brought his hand back. Melinda wasn’t much help as she stood next to him with red cheeks and stiff posture. Finally she found her voice.

“I meant….what are you doing in town, mom?”

“I was close by and decided to take you out to dinner. You will now be joining us, Phillip. Be dressed and downstairs by 7 sharpe.” she instructed and started walking away without allowing any form of rebuttal.

They stood there together very still until finally Phil flopped back down on the blanket and put his head in his hands.

“This is bad, May. Really bad.” He moaned

“Yep. It really is. There is no way this dinner can go well.” she agreed with a sigh as she sat back down on the blanket next to him. 

“Gee…thanks for the encouragement, Melinda. You should give pep talks to all the young agents before tough missions.” He complained with his head still buried in his hands. He finally pulled them slowly down his face as he looked over at her and added, “You really suck at the whole morale boosting thing, Mel.”

“Speaking of sucking…..you remember that time my mom saw you doing that to my neck…” she retaliated with a pointed look and subsequent roll of her eyes. Phil just moaned as he laid back.

“Guess I better make a good impression at dinner then, huh?” He sighed and wondered if he could somehow pick up a good case of Ebola or Swine flu before time to go to dinner.

  
“Don’t even think about backing out, Phil!” She warned. “You will not make me face her alone tonight. We will face the firing squad together, or my mother will be the least of your concerns."

Phil swallowed hard and nodded as he pulled his mind reading girlfriend back to lay next to him on the blanket.

“We should probably head back soon.” He sighed “I need time to update my Will before we go.....Maybe call my mom one last time…..decide who will get my Captain America collection.”

“That’s probably best. You should leave Maria your trading cards. She'll take care of them.” She recommended as she relaxed next to him.

He turned his head to look at her with narrowed eyes. “Seriously Mel, you’re the worst at words of encouragement.”

“Come on, drama queen.” She said as she helped him stand up and started gathering their things. “We might as well head back and get ready to face our doom. I mean…..get ready to face a great time getting tortured and interrogated by my mother…. was that better?”

“Yeah….so much better. Feeling real great about it now!” He continued with a roll of his eyes.

They were down stairs by 6:45. Neither of them wanted to make things worse by being late. Melinda even wore a dress and heels, and Phil had spent longer than necessary pressing out even the slightest hint of a wrinkle in his suite. She squeezed his hand tight as her mom pulled up.

“Here we go.” She breathed and Phil felt his stomach start to churn. Too bad it wasn’t an onset of Ebola. He really wished he had Ebola.

  
The drive to the restaurant was rough. He thought by sitting in the back he would be left out of the conversation, but instead Mrs. May peppered him with questions about his interest and ambitions. She asked about his family and what led him to Shield. He answered honestly, but cringed at her lack of response to any of his answers. Her bold stare through the review mirror made him wish he would have made up some more elaborate and worthwhile responses to her questions. Saying he wanted to help people and serve his country must not have been the response she was looking for. Maybe he should have had Melinda coach him on some things her mother would like. He felt woefully unprepared. 

When they arrived at the restaurant he barely kept himself from bolting from the car and sprinting to safety. Instead he got out and opened the door for Melinda before reaching a hand down to help her from the car. Her mother merely glanced his way with a raised brow and led them into the restaurant. He shot a glance at the valet who apparently was not trained to handle signals of distress. He sighed and gave him one last pleading look as they walked inside.

‘Okay, Phil” he thought ‘time to throw on the charm.’

As his luck would have it, he was anything but charming. Now that he was seated across from her, he could see every look of disdain and displeasure she shot his way. He was so nervous that his voice cracked a few times, and his insertion of cheesy jokes became a little more frequent as he tried to use humor as a coping mechanism. His answers to her new set of questions sounded more like drunken ramblings to his own ears, so he could just imagine what nonsense it sounded like to her.

The last straw came when his arm nervously twitched, and he almost knocked over his very full glass of water. Melinda’s quick reflexes saved the day, and she quickly steadied the glass before asking her mother to give them a moment. She reached for his hand and pulled him up before leading him out of the restaurant.

“What’s the matter with you?” She asked as soon as they were outside.

  
“I don’t know!” He cried as he threw his hands up. “My hands are shaking, my voice is cracking, and I’m totally being weird!”

  
“I know!” She agreed.

  
He finally laughed and let out a long breath.

“I’m sorry, Melinda. I’m really blowing this.” He apologized as he ran his hand over his face and glanced back towards the door.

“Just be you Phil. Stop trying to impress her. You’re not dating my mother, you’re dating me. Don’t worry about winning her over and just have dinner with us, okay?" She soothed as she moved to stand in front of him. "You’re not auditioning for the role of my boyfriend, Phil. You’ve already got the gig. There’s no stamp of approval from my mother needed.” She finished as her hand cupped his jaw and her thumb softly stroked his cheek.

“I just want her to like me” he sighed

“Me too!….but if she doesn’t….so what? We’ll just be one of those couples who only go home for certain holidays, and we pack a lot of alcohol.” She shrugged and slid her arms around his neck.

He chuckled and pulled her into a hug. “You’re the greatest woman in the world, Melinda”

“I know.” She smiled as she tiptoed up to kiss him.

“And so so humble too.” He praised sarcastically between kisses

.

“I know.” She smirked as she pressed her forehead to his.

“We’ve got to go back inside now” He whispered as he slowly pulled away from her.

“I know” she sighed.

He squared his shoulders and took a deep calming breath and reached down to take her hand as he turned to the door and gave her a determined look.

  
“Once more into the breech.” he announced, and she took a calming breath of her own before allowing Phil to lead her back into the restaurant and to her Mother.

“Did you two get things sorted out?” Her mother asked over the rim of her glass as they seated themselves once more.

“Yep! I’m going to stop being weird now. You’re welcome.” Phil shrugged and picked up his fork to take a bite of his pasta.

She hid the smirk behind her glass, but Melinda could see a little glint of humor in her eyes. THIS Phil could win anyone over. Even her Mother.

She placed her glass down on the table and folded her hands in her lap as she leaned back in her chair. She studied Phil for a moment before asking, "What are your intentions toward my daughter, Phillip?"

"Mom..." Melinda moaned and loudly clanked her fork down onto the table. 

Mrs. May never took her eyes off of Phil as she addressed her daughter, "After what I witnessed today in the park, I find it necessary to ask. So....what are your intentions?"

Melinda went to protest again, but Phil placed his hand over hers and gave her a soft smile before taking a steadying breath and making direct eye contact with her mother. 

"I just want Melinda to be safe and happy. My intention is to be a part of her life in whatever way she'll have me. The rest we can work out together."

He held his breath and waited, but she simply nodded at him before picking up her fork and continuing to eat as she turned her attentions to Melinda's grades and field training. 

The rest of the dinner went smoothly and without incident. When her mother dropped them back off at the dorm she wasn’t sure what to expect when her mother told Phil to wait for her inside.

  
“A word Qiaolian.” She insisted and Melinda gave Phil a nod to let him know she would see him inside.

“You’re serious about this boy?” She asked with the usual stern face and raised brow.

Melinda squared her shoulders and faced her mother with conviction. She really would be okay if her mother didn’t approve of Phil. It wouldn’t change how she felt about him, and she certainly wouldn’t break up with him just to please her. Phil’s place in her life was permanent, and they could just spend holiday’s with his mother.

“Yes, I am.” She responded and was proud of how calm and even her voice sounded.

“Good.” She said with a nod and a slight smirk at Melinda’s obvious surprise. “It’s obvious that he’s serious about you, and I’d hate to see the poor boy get hurt. I rather like your Phillip.”

“You do?” She whispered surprised when her brain was finally able to form words again after the initial shock “But you really didn’t seem as if you liked him at all during dinner. I thought Phil was going to have a stroke every time you asked him a question.”

“Good!” She smiled. “Every boy should have a healthy fear of his girlfriend’s mother. It’s the law of nature and helps keep them from forgetting their meant to be gentlemen and respect women. Fear is a great motivator for him to keep his goodnights short and his feet determined to head to his own room for the night.”

Melinda just shook her head and hugged her goodbye. “Phil is the very definition of a gentleman, Mom. I’m more likely to be the one to make a move.”

“I’m well aware Qiaolian. Which is why I’m glad you’re afraid of me too.” She responded with a raised brow as she got into her car to leave. “Behave, child.”

“Yes, Mother.” She sighed and gave a final wave as her mother drove off.

“Does she hate me?” Phil asked with his face clouded with worry when she finally joined him inside.

“No….” She smiled “But I wouldn’t get caught kissing me in front of her again if I were you.”

“Noted.” He laughed and then slid his hands around her waist to tug her closer. “But…your mom’s not here right now….” He suggested as her hands slid around his neck.

“No she’s not.” She agreed with a smile as she reached up to kiss him. She kissed him slowly and thoroughly, and only twice did he open his eye to give a quick glance to be sure her mother really wasn’t there.


	11. The request.....

He was nervous…which was silly since she was his girlfriend, and they’d been together for months now. She had been his best friend for years since they met their first year at the academy. He shouldn’t be this nervous, but he was having second thoughts that it was just too soon in their relationship to ask. He just needed to go ahead and ask her. Worst case scenario she says no, and they just go their separate ways. He could handle that. It wouldn’t be the end of the world. It wasn’t like he’d never see her again. He should just ask her and get it over with. Otherwise, he was bound to give himself an ulcer.

They had plans with their friends that night, but he wanted to ask her before then in case she said ‘no’ and it was awkward after. Which is why he found himself pacing nervously in front of her door receiving odd looks from those going up or down the hall. He realized that someone might call security if he kept creeping in front of her room, so he finally took a deep breath and knocked. His heart dropped a little when Maria opened the door. He was hoping that she was out, so they would have a little privacy for this.

“What’s up, Phil?” Maria asked as she leaned casually against the door frame. She was still in sleep shorts and an old t-shirt, so she was clearly not in a hurry to go anywhere.

He thought about just leaving and trying again later; but he wasn’t sure when he’d have another chance before they went out tonight, and he just needed to ask her.

“Can you let Melinda know I’m here…I was hoping we could take a walk.....I just need to ask her something important.” He finally requested as he nervously rubbed the back of his neck.

She noticed he was acting a little squirrelly, but decided to just watch the train wreck play out a minute. She shrugged apologetically. “Sorry, Phil. She’s out for a run, and then she was headed for the gym. I can ask her for you if you want? Let me grab a pen and I’ll even write down…”

“No!” He interrupted and then replied a little calmer. “It’s okay….it’s just kind of important that I ask her myself. Not the kind of thing you want to ask your girlfriend by proxy…..I’ll just umm…wait and talk to her later.”

“Do you want me to tell her you stopped by?” She called out as he retreated down the hall.

“No thanks!” He called back without even a glance back before disappearing into the stairwell.

  
She walked back into the room and tried to figure out what he could possibly need to ask her roommate that only he could ask. She had only made it three steps back to her bed when it hit her. ‘Oh…he couldn’t be asking that already…..’

Maria was pacing the room when Melinda returned an hour later. She had barely made it in the door and dropped her gym bag before Maria was pushing her down in the chair at their desk. She paced for a moment more before sitting on the bed across from her with her hands clasped nervously in front of her.

“Umm…Maria…..you okay?” She asked as Maria sat there staring at the floor.

  
She gave a deep sigh before picking her head up and responding, “I need to tell you something, but I’m not sure I should tell you.”

“Okay…” Melinda nodded before standing up and heading toward her dresser “I’m going to go grab a shower then.”

“Wait! You don’t even want to know what it is?” She cried as she watched Melinda grab clothes and start heading toward the bathroom.

“If you don’t think you should tell me then don’t.” She shrugged and had just reached for the bathroom door knob when Maria cried out.

  
“I think Phil is going to propose!”

The silence that followed was deafening. Melinda stood frozen with her hand still extended in mid air to reach for the door, and Maria stood watching with her hand comically clamped over her mouth.

Melinda would have laughed when she turned and saw Maria standing there like that if her own heart wasn’t racing so fast. She dropped her hand to her side and took a deep breath before opening her mouth to speak. She tried a couple times before she could actually produce sound and finally squeaked out, “He told you that?”

Maria now had both hands over her mouth as she watched her friend and tried to gauge her reaction. “No…..he came to ask you to take a walk.....said he had something important to ask you, but you weren’t here. He said he would just talk to you about it later.”

“Like tonight?” She asked and Maria was a little frustrated with how blank her face was.

“I guess so….he was all nervous when he stopped by and left quickly when I told him you were out.”

Melinda just nodded, and Maria rolled her eyes in frustration before whining, “Can you please just give me some kind of reaction?! I just told you the guy you’ve only been dating for a few months is going to ask you to marry him, and you’re standing there like a freaking robot! What are you thinking?…Is this good news? Are you freaking out right now? cause…I’m freaking out right now!”

  
Melinda finally got her body to move and flopped down on her bed with a sigh. “I don’t know….I mean…it’s too soon right? We’ve only been dating a little while…that’s hardly enough time to jump to this......”

“Umm…yeah!” Maria huffed, but then looked over at her friend who was currently chewing on her bottom lip deep in thought. “But….? I feel a ‘but’ coming…”

Melinda sat up and hugged her knees before turning her head to see Maria. “But what if I say ‘No’, and we can’t move past that? I love him, Maria, so much….and I don’t want to lose him.”

“You won’t lose him.” Maria said as she got up and walked over to join Melinda on her bed. “Just tell him it’s a ‘no’ for now….that you’re not ready….yet. As long as he knows the possibility is still there, he’ll understand. He loves you, Melinda, it’s so obvious that he loves you. He wouldn’t be asking you such a big question if he wasn’t sure. I know Phil well enough to be confident that he’ll be willing to wait until you’re sure too.”

“But what if I am sure?” She whispered so softly that Maria almost didn’t hear her.

“You want to marry him? You’re going to say yes?!?!” Maria shrieked and almost fell off the bed. Melinda shot her hand out to grab her before she could dismount and just shrugged her shoulders.

“I know he’s it, Maria. I know that I can’t imagine my future without him, and the thought of marrying him doesn’t freak me out…..it’s hard to explain….it just makes me feel steady, grounded. It’s like a feeling of relief to know that we would have the rest of our lives together, and I’d never have to be without him. I want to marry him…..I’m just not sure we’re ready to balance that yet.”

  
“So tell him that. Tell him exactly that, and I promise he’ll understand.” She assured her with a comforting hand moving up and down her back.

“Okay…..” She breathed. “So….what does one wear to softly turn down a proposal?”

  
Phil was a bundle of nerves when Melinda, Victoria, and Maria finally walked into the bar. Garrett and Sitwell were setting up the pool tournament and making the teams, but he had been nervously watching the door. He wanted a chance to talk to Melinda before everything got going so he didn’t spend the whole evening anxious and awkward. She smiled when she saw him, and he stood from the table to meet her halfway.

“Hi” she smiled as she kissed him hello.

“Hi yourself.” He said as his hands found her waist and pulled her to him for another kiss. “Think I can talk to you for a minute outside?”

Her pulse quickened and she fought the urge to glance at Maria before putting on a fake smile. “Sure,” she nodded and handed Maria her bag. “We’ll just be a minute guys,” she told them as Phil took her hand and led her outside.

She wasn’t ready for this, and he looks so nervous. Her heart was pounding, and she felt like she was going to be sick. ‘How bad would it be to throw up when he asked me?’ she thought.

He took a shaky breath and decided to just get it over with, “Mel…I just wanted to ask you..”

“I’m not ready, Phil!” She blurted out. “You mean a lot to me, and I want to someday, but I’m just not sure we’re ready for such a big step.”

He looked a little surprised at first but just nodded. “I guess Maria told you I stopped by….I’m not sure how she knew what I was going to ask you though” he said slowly as his brain tried to process how she knew as well as Melinda’s response.

“She kind of put two and two together.” She shrugged and then took Phil’s hands in hers. “I’m sorry, Phil. Please say this doesn’t ruin everything for us.” She pleaded.

“What? Of course not. I figured you already had plans with your family anyway…you just said your mom was on assignment so I thought….but of course you’d want to be with your dad…” he rambled on and didn’t catch the look of confusion on her face.

“Wait….what are you talking about?” She finally asked with her brows furrowed in confusion, and her brain struggling to catch up.

“Going home for Christmas. I was going to ask you to come home with me for Christmas break….but you’re right. It’s a big step and obviously too soon. We didn’t get to go home for Thanksgiving, so of course you want to spend the time with your dad. Did I make things weird by asking?”

“No…” she breathed and watched as he smiled in relief. “not weird…we’re good….and actually…I’d love to go home with you.”

“Really?” He asked confused by the sudden turn around. “Wait….what did you think I was going to ask you?”

She blushed and tiptoed up to kiss him in hopes of distracting him. “It’s not important….”

“I kind of think by your reaction that it is….” He pointed out as he leaned down to kiss her again.

“Nope…just a misunderstanding. So…you sure your mom is okay with me coming home with you?” She inquired between kisses and sighed in relief when he seemed to take the bait and allowed her to change the subject.

“Of course! She’s already asking about food allergies and your favorite desserts. I told her I hadn’t even asked you yet, and she told me to stop stalling...Oh, and also find out if there are any Christmas traditions that you have.” He finished with a laugh as his arms tightened around her.

He couldn’t believe she was going home with him for Christmas. He felt silly for being so worried about even asking; but now that the knot in his stomach had loosened, he could enjoy planning their trip together.

She smiled and gave him one last long kiss before pulling away and tugging at his hand. “We should probably head in before they come out here looking for us.”

He tugged her back around and flush against him as he kissed her languidly, taking his time to pay close attention to her bottom lip before pulling away and touching his forehead to hers. “Just one for the road” he explained and felt his chest tighten at the big smile that spread across her face.

She closed her eyes and held him close. She was crazy in love with this dork, and for a second she felt a flash of something close to disappointment that Maria had been wrong and he didn’t propose. As she stood there wrapped in his arms so close she could feel his breath on her cheek and his heart beating steadily under palm, she knew she would say yes without hesitation if he ever did decide to ask her.

  
With one last kiss she pulled away and tugged him toward the door. “Come on, Romeo…we’ve got friends to beat at pool and Christmas plans to discuss.”

“Yes ma’am!” He agreed and followed her in.

Maria had taken over Phil’s role as nervous door watcher. Suddenly the door opened and she immediately moved her eyes to Melinda’s face for any sign of what transpired. They were both holding hands and smiling so it must have ended well at least. She studied them both carefully as they approached the group and caught her breath as Melinda leaned in to whisper in her ear, “You’re dead to me.”

If anyone noticed her pale face and look of terror, they didn’t mention it. She waited until everyone started to pair off into groups for the pool tournament before turning to the couple and attempting to be smooth while asking, “So guys…..anything you want to tell us…?”

Phil was beaming as he slid his arm around Melinda’s shoulders and pulled her closer. “Melinda is going home with me for Christmas!”

“Yeah….that’s what he wanted to ask me, Maria, to go home with him for Christmas….isn’t that great!” She added with a very pointed look toward Maria.

Oh no…she realized and swallowed hard. Melinda really was going to kill her.


	12. Then the holidays...

She was going home with him for Christmas. He was sure he had never been this excited about anything before. Christmas was already his favorite holiday; but this year he gets to share it with his favorite person. He was basically behaving like a giant child, but he didn’t even care. Melinda was spending Christmas with him. He was bouncing on his feet as he stood by the car waiting for her to come out.

“Finally!” He exclaimed as he rushed to take her bag.

Melinda just playfully rolled her eyes and handed over her bag with a kiss, “Hello to you too.”

“Sorry” he shrugged sheepishly and gave her another quick kiss before heading to the trunk with her bag. “I’m just a little excited.” He explained.

“I can see that” she smirked and slid into the passenger side when he opened the door for her.

“You’re going to drive me crazy all the way there like you do when you’re hopped up on caffeine aren’t you?” She complained as she pulled her seat belt on and got comfortable for the long drive.

“Maybe…” he agreed “but you like it.” He started the car and eased her from the curb to the street to head off campus and toward the main highway that would take them home.

She simply grinned at him and adjusted the volume of the radio. As she caught enough of the song to place it, she looked at him and rolled her eyes again as the Elvis Christmas soundtrack played.

“What? It’s classic music for a classic car! Lola has old fashioned taste.” He mused. “Plus…you’re going to give yourself a headache if you keep rolling those eyes at me the whole drive, Melinda May.”

She smirked and leaned over to press a soft kiss to his cheek as she said, “You’re just lucky you’re so cute, Phil.”

The big dorky smile spread across his face as he reached over and laced his fingers with hers.

“You think I’m cute” he teased and smirked when she rolled her eyes at him again.

The drive was long but they broke it up with stops for lunch and cool places they found along the way. At one point they found a folk art museum and took a picture with the display of a village made from forks and spoons. He soaked in the time with her just relaxing and having fun together. They would finish at the academy in a few months and head into the field. He knew this carefree time with her would be hard to come by once they became agents, so he took lots of pictures and catalogued as many memories with her as he could.

He had never enjoyed the drive home as much as he did having his best friend with him, and it was well worth the hours of eye rolling and teasing that she brought along with her. She was his favorite thing in life, and he was really looking forward to his mom meeting the girl he’d been going on and on about for years.

She was asleep when they finally pulled up to his childhood home. He took a moment just to watch her sleeping peacefully next to him and dared to dream of a lifetime spent enjoying that image. She didn’t know that he had finally gotten Maria to confess to the mix up she had caused a few weeks earlier, and he now knew that Melinda had thought he was going to propose. It was all he could think about now. He knew they weren’t ready for that, but he just couldn’t get past that she had told him she wanted to someday. That word ‘someday’ reverberated through his mind every time he looked at her; and as he watched her sleeping next to him, his heart held onto all the possibilities that ‘someday’ promised with her.

He grazed her cheek with the back of his fingers until she began to stir. He smiled as her eyes began to flutter open and then focus on him.

“Sorry….I didn’t mean to fall asleep on you.” She apologized as she stretched muscles that had grown stiff from hours in a car.

“It’s okay…you’re cute when you snore.” He shrugged and tried not to smile at her.

“Pffft….I do not snore….you tell lies Phillip J. Coulson.” She said as she tossed his jacket she had been snuggled under at his face. “Are we here?” She asked as she looked out the window.

“Yep! I’m surprised my mom isn’t already…” he barely managed to get out as if on cue the front door opened and his mother walked out. “…here to greet us.” He finished as he started to make his way out of the car and to the passengers side to open the door for Melinda and help her out.

“I am so glad to see that the time away hasn’t stolen my son’s manners.” Julie Coulson called from the front porch as she waited for Phil and Melinda to grab their things and head inside. She watched as Melinda rolled her eyes when Phil insisted on carrying both of their bags, but she was proud of the gentleman she had raised.

“It is so good to finally meet you Melinda.” She said as she pulled the young girl into a hug when they finally ascended the steps to the top of the porch. “Phil has told me so much about you! He’s talked non-stop about you since you met! I could hardly ever get him to talk about anything else.” She carried on with a smile, and Phil groaned at the amused smirk on Melinda’s face. For the first time since he asked, he was starting to wonder if bringing Melinda home with him was a bad idea. He had the sudden urge to duck inside and hide all of the family photo albums.

“Did he?” Melinda asked with a mischievous look in his direction. “I feel like we have so much to talk about Mrs. Coulson.” She said with her arm looping through his mother’s as they walked inside ahead of him. ‘This can’t be good’ he thought. Especially when his mom’s face lit up and she squeezed Melinda’s hand with a smile.

“Call me Julie, dear. I’ll make us some hot chocolate, and we can sit down to chat once you’re settled in. I was just pulling out some old albums for you earlier.”

And there it is! He really should have taken this into consideration before he brought her home. He should have set some ground rules with his mother, or at the very least begged her not to show the naked bath tub photos.

“I wasn’t sure about the sleeping arrangements. I should have asked; but I thought Melinda could take your room, and you could take the couch Phillip. Unless you two….” She finished rather awkwardly.

“The couch is great, mom.” Phil responded with a blush. “I’m just going to get Melinda settled, and we’ll be right down.”

“Take your time, dear.” She called as they made their way up the stairs to Phil’s old room.

The brilliant smile she gave him when he opened the door to his room and showed her in had him shaking his head. “You already knew how nerdy I was, Melinda. You shouldn’t seem so pleased to see it on display.” He sighed and plopped down on his bed to wait for her to finish her exploration of his space.

“Oh but what a display!” She crooned and he was quite positive he had never been able to associate the word ‘giddy’ with her until now. “Do you still play with these?” She asked with a smirk as she held up a Captain America action figure in each hand.

“No….” He said with a roll of his eyes, but the blush on his cheeks probably made her believe otherwise.

“Can I take pictures to show Maria?” She pleaded which earned her another eye roll and feigned look of annoyance.

“I’d like to say ‘no’, but I’m pretty sure you’ll do it anyway when you’re up here without me; so I might as well just suck it up and prepare for it.”

She smiled and sat next to him on the bed. “I won’t really do it…I promise.” She soothed and pressed a kiss to his cheek.

“I’ve never had a girl in my room before…” he smiled as he turned to catch her lips “or my bed” he whispered as he leaned back onto the bed pulling her with him.

She took her time sliding her hands into his hair and kissing him soundly. He pulled her closer and smiled against her lips as she pushed him onto his back and followed to slide on top of him. She pulled away enough to balance her weight on her hands pressed to the mattress on either side of his head, and then leaned down to kiss him again with a smile.

“Mmm hmm….but you’ve got a mother down stairs that thinks you’re a gentleman. What would she do if she came up here and found us like this?…think of the scandal, Phil!” She teased. “Plus…your mom has promised me hot chocolate and embarrassing pictures of you, so I’m gonna need to head downstairs now.”

“Aww….five more minutes!” He whined which made her laugh and lean down for one more kiss before sliding off of him and reaching down to help tug him up.

“Sorry….those naked baby photos aren’t going to mock themselves, Phil. The photos are calling, and I must go.”

“Oh that’s fine, Melinda. Enjoy it while you can. I might just call up your mom and have her share some of yours!” He insisted with hands on his hips and a proud look on his face.

She laughed and shook her head. “You wouldn’t dare. You’re too scared of my mother!”

He was about to argue but then his shoulders sagged in defeat and he knew it was a lost cause. “Yeah….dang it.”

“Language, Phil!” She laughed as she headed out of the room to make her way downstairs.

Phil just shook his head with a grin and followed her out.

  
They drank hot chocolate in front of the fireplace, and Melinda enjoyed the baby pictures she had been promised. He watched them from his chair in the corner as his mom pointed out things in the pictures or told the story behind them. He should probably be embarrassed by how much his mother was telling her. He should definitely be worried at how much material Melinda was going to have to tease him with now or the blackmail material she would have to talk him into pranks with. He should at least try to protest, but he just couldn’t. She looked so beautiful as she laughed and smiled that his heart felt close to exploding, and he just couldn’t find it in himself to be the reason that stopped. So instead he just sipped his hot chocolate and imagined a life where she was his, and his mother was visiting their home instead.

They spent the next couple of days helping his mom get things ready around the house and running the occasional errand in town. He introduced Melinda to people they ran into in town, and he knew he was grinning like an idiot every time he got tell someone from his past that the gorgeous woman with him was his girlfriend.

That’s right everyone who thought he was a nerdy dork back in the day….hot girls like Melinda are into that kind of thing.

The grin got bigger every time they ran into someone.

The best part was the sweet smile on Melinda’s face every time he introduced her, as if she was just as proud to be his. He was pretty sure that no one in history had every been as in love as he was with her. He was absolutely positive that no guy had ever been as lucky as he was. He was pretty sure Kyle Landerson that used to pick on him for his Captain America trading cards thought so too, and it wasn’t even his fault that the guy tried to hit on Melinda only to have her take his hand and explain to Kyle that she was already taken. He was seriously the luckiest guy on the planet.

  
She didn’t seem to mind the lack of things to do in the small town and seemed content to just relax at his house and help out his mom. The endless supply of awkward childhood photos his mom seemed to have for her didn’t seem to hurt either. She was more relaxed here than he’d ever seen her, and he certainly didn’t mind that she was more touchy and affectionate.

They spent the evenings after dinner curled up on the couch watching Christmas movies, and he knew he would have a hard time giving up getting to hold her close and steal kisses every night once they went back to school. She seemed to feel that way too, and the goodnight kisses got longer and more intimate. He knew better than to follow her past the threshold of his bedroom door with his mom right down the hall. He almost fell over himself pulling his hands off of her and putting a respectable distance between them when he heard her door squeak open the second night of their stay. From that point on he had been very conscious of keeping his hands above clothing and his lips easily removable in case of an emergency interruption. Melinda seemed to find it all amusing and simply smirked at him each night as she backed into his room and closed the door.

  
It was Christmas Eve, and mom was hosting her annual Christmas dinner. They had been helping her cook and clean for it all day, and now he needed to slip into his room to grab a tie before everyone arrived. He knocked on the door to make sure that Melinda was descent and waited until she told him he could come in. The moment the door opened the air rushed from his lungs. She was mesmerizing. The dress she wore was simple. A long sleeved red dress that flowed over her hips and swayed around her legs until it touched her knees, and her hair was down and curled softly over her shoulders. She barely wore any make up, and her neck and arms were free of jewelry. He had never seen anyone look so beautiful.

“Hi” she greeted with a soft smile while she waited for him to come into the room and stop staring from the doorway.

“You look incredible.” He whispered when he could finally push words past his suddenly useless tongue. “Hold on!” He said as he quickly moved to his dresser and started rummaging around in his top drawer. “I was going to give this to you tomorrow, but I thought you might like to have it for tonight….I mean…it’s okay if you don’t like it….I have a couple of other things for you tomorrow that you might like better…you don’t have to…”

His rambling finally halted at the feel of her hand on his arm. “I’m sure I’ll love it, Phil” she soothed and he finally made contact with the hidden package. He turned and held it out to her with a nervous smile, and she took it and then his hand as she led them to sit with her on his bed.

  
She opened it with the same care and precision she uses for Tai Chi, and he told his nerves to settle down and not rush her. We watched her face carefully for her reaction as she finally slid the box open to reveal a simple gold chain with a solitaire diamond hanging from it.

“The diamond is from my grandmother’s ring.” He explained as she held it carefully in her hand to examine it. “It was passed through my grandfather’s family for years before he gave it to her. It’s been in my family for decades now.”

She seemed to understand the significance of the gift and looked up at him with a slight shake of her head. “Phil….this belongs in your family…I couldn’t possibly…”

“Maria told me you thought I was going to propose.” He interrupted “I just…I want that…. someday when we’re ready. This is a symbol of our ‘Someday’, Mel. You’re my best friend and I want a future with you. I want you to have this and know that we’re working towards that.”

She studied the necklace and ran a finger carefully over the diamond before looking up at him with a soft smile and glistening eyes. “You really want a future with me?”

“Of course I do.” He smiled and held her cheek in his palm. “I love you.”

She stilled at that and her eyes grew big. He had planned to tell her over a romantic dinner or some romantic gesture, but the words he had been holding back for so long slipped so effortlessly from his lips that he hadn’t even noticed until her expression changed. She looked startled for a moment, and he held his breath and hoped he hadn’t spoken too soon. He felt the tear touch his fingers before he realized she was even crying. She leaned in and kissed him softly and then again before pulling back to press her forehead to his.

“I love you too, Phil.” She spoke softly, and he kissed her again and felt her smile against his lips.

They pulled apart when the sound of the doorbell signaled the arrival of the first guest. She held the chain out to him and then turned to allow him to slide it around her neck and fasten it. He pressed a soft kiss to her neck when he was done and sighed in pleasure as she leaned back against his chest and pulled his arms snug around her waist.

“I love you” she sighed with eyes closed and a blissful smile on her face.

  
He pressed a kiss to her temple and held her tighter as he smiled and responded, “I love you too.”

She helped him with his tie between stolen kisses, and they eventually made it downstairs to the party. His mother smiled when she saw the diamond settled on Melinda’s collarbone and took great pride in introducing her to their neighbors and friends. Melinda wasn’t usually one for parties, especially with a bunch of people she didn’t know, but she seemed at ease by his side throughout the night and didn’t mind sharing one too many stories of things he had been up to while away at school. He took it all in stride knowing that he would wake up tomorrow for the first of many Christmases spent with his Melinda.


	13. When it comes down to it...

It had been two months since Christmas break, and she found herself wishing she could teleport them back in time to his mother’s house where there was hot chocolate and Christmas movies. They were happy there. He was safe.

  
It was just supposed to be a training mission. It was contained and controlled and a required part of their tactical class. It was supposed to be safe. She and Phil were part of the ground team along with Sitwell and Maria. Hand and Garrett were part of the extraction team preparing to come and get them. They had gone over the specifics multiple times and felt well prepared, but something had felt off to Melinda since she got up that morning. She just had that anxious feeling in the pit of her stomach. It wasn’t that she was nervous, she just had a feeling that something bad was going to happen and couldn’t shake it.

She wished she had been wrong.

As they entered the old barn where the cadets pretending to be the hostages were waiting for help, she smelled it. There was a faint smell of kerosine. The others hadn’t seemed to notice and kept working to sweep the barn. She probably wouldn’t have noticed it either if her anxiety hadn’t made her hyper aware. There wasn’t much, it was more like someone had sloshed a little out of the gas can or maybe it was a leaking canister.

She continued the sweep with Sitwell and Hill, while Phil went to untie the “hostages”. It was exactly as they had planned it. Maria had just begun to lead the hostages out toward the rendezvous point when the “guards” came in. They had prepared for this; and she, Phil, and Sitwell moved into position to provide coverage while Maria continued to lead the hostages to safety. They didn’t use real ammo because of the obvious safety issues, but the dummy rounds still sparked out of the guns when fired to provide realism to the exercise. She took out the first guard with a gut shot that she knew would leave a bruise on Henley later. He dramatically fell to the floor, and she would have found it comical had he not grabbed the edge of the old table set up in the corner and knocked everything over. The old oil lamp that had been providing the illumination in the barn slid off the table with a crash of glass to the ground. That must be why she smelled the kerosine earlier. Someone must have spilled some when they filled up the lamp. Realization hit her too late as she stood helplessly and watched as the flame caught the kerosine and erupted into a quick shot of fire that licked up the barn wall. Henley flung himself away from it quickly and tripped backwards over the jug of remaining lamp oil. She lunged for Henley and managed to pull him away before the fire connected with the jug and ignited the oil. Henley’s pant leg caught fire, and before she could even react Phil was there with an old horse blanket he had found and was beating it over Henley’s leg until the fire was out. Another cadet that was part of Henley’s team rushed to help them.

  
“We need to get him out of here and to medical!” Phil shouted and Sitwell helped the cadet lift Henley up and put each of his arms around their shoulders. His legs were covered in burns, and he was close to passing out from the pain. They started taking him out of the barn while she and Phil did a quick look to make sure everyone else was out. The fire was spreading quickly and had climbed its way up the wall and toward the barn roof. Pieces of burning wood started to split off and fall to the ground around them. They had just started to make their way toward the barn door when a beam disconnected and swung toward them. She felt a pressure across her back before she hit the ground. She rolled to her side to check on Phil, but all she saw was the heavy beam that had fallen beside her. Phil had barely managed to shove her out of the way before it hit.

Where was Phil?

“Phil!” She screamed and frantically scanned the room for him. It was hard to see through all of the smoke, and she tried to stem the panic rising up inside of her. She scanned the room again, much slower this time, and finally saw the heel of his boot sticking out from under the beam. She saw Sitwell rushing back into the barn and looking for them. 

“Sitwell! Over here!” She called out as she rushed to Phil. He quickly found them and helped Melinda carefully move things off of Phil. He was unconscious and had a large gash over his right eye. His shoulder was resting at an odd angle, and she wasn’t sure if it was out of socket or if he had broken something. His leg was trapped under the beam, and it was too heavy to move. She knelt down next to him and carefully felt his head for any other wounds and assessed the rest of him quickly.

“We need to get out of here and get help!” Sitwell told her and grabbed her arm to pull her with him toward the exit.

She quickly jerked her arm away and looked at him as if he had lost his mind.

“I’m not leaving him! You go get someone who can help us get him out of here. I’ll wait here.” She knelt back down next to Phil and started unzipping her back pack to get the emergency med kit out.

“You need to come with me May! This barn isn’t safe! Come with me and we’ll make sure someone comes back for him!” Sitwell insisted, but she shook her head and pulled out some gauze to put pressure on Phil’s head wound.

“You’re wasting time, Sitwell! Go get help! I won’t leave him! Go!” She shouted and with a final pleading look, he sprinted toward the exit.

She held the cloth to his head and pressed down gently to stop the blood flow. “Come on, Phil. Wake up please. I need you to wake up, Phil. We need to get out of here.”

He didn’t move, and she pressed shaking fingers to his neck to find a pulse. Her vision blurred as she felt the steady rhythm beneath her finger tips and bit back a sob at the sense of relief she felt. She wasn’t sure how extensive his injuries were or if it was safe to move him, but they needed to get out of there. She wasn’t sure help would make it to them in time.

  
She tried to lift the beam, but it was too heavy. She needed someone to lift it while she pulled Phil out from under it. If she could lift the beam enough to prop it on something, then she could slide Phil out. The smoke was getting thicker and made it almost impossible to see as she looked around to try to find something to prop the beam on. She found an old crate and pulled it over to the beam. She prayed the adrenaline would give her the strength to lift it and steadied herself to try. Before she could make an attempt she saw Hill and Sitwell rush into the barn followed by a couple of their instructors.

“Over here!” She yelled and moved back to Phil with a sigh of relief that help had arrived. The others worked together to lift the beam high enough for her to carefully slide Phil out and then helped as they gently lifted him and hurried out of the burning barn. A few medics were waiting by an ambulance, and she stood back helplessly as they secured him in the back of the ambulance and began treating and assessing his injuries. She felt sick and her chest was burning from the smoke. Another medic started trying to check her out, but she pulled away. She only relented to being checked over when Maria gently reminded her that as soon as she was cleared she could check on Phil. As she watched the ambulance pull away with flashing lights she allowed herself to be assessed and treated.

She had been sitting by his bed for over an hour. Maria had driven her to the hospital and waited with her until a nurse came out and told her that he was going to be okay. Once she was allowed to head to his room, Maria went back to campus to grab her some food and clean clothes. They assured her that he was fine, but was a little out of it from the head injury. The gentle beep of the heart monitor was the only sound in the room as she watched his chest rise and fall. She was so lost in thought that she almost didn’t recognize the gentle pressure on her hand. She looked at the hand she was holding and back up to his face when he squeezed her hand again.

“Hi” he smiled and then winced at the pain that shot through his head.

  
“Don’t try to move too much” she cautioned. “You took a nasty blow to the head so it’s going to hurt for a bit. Do you need anything? Should I get the nurse?”

He squeezed her hand again when she stood to leave. “I’m okay.” He assured.

  
She watched him carefully as she sat back down and tried to steady her breathing. ‘He’s fine now.” She thought ‘He’s going to be just fine.’

“I almost lost you, Phil” she whispered so quietly that he wasn’t sure he heard her correctly.

“I’m still here.” He whispered back and turned his hand to lace his fingers with hers.

She looked at their hands and took a long deep breath before looking up at him again.  
“I can’t do this.” She said as her eyes took on a glossy look they rarely got.

A look of panic crossed his face as he quickly asked what she meant by that. “Are you breaking up with me?”

The look of hurt that flashed across his face made her look away quickly before shaking her head. “No” she sighed “but I can be your girlfriend and your partner, Phil. You’re all I could think about in there. I could never leave you behind no matter what the cost. I’d choose you over the mission every time, Phil. I’m compromised.”

His heart was pounding in his chest and his stomach churned as he tried to make sense of what she was saying. “So, what does that mean?”

“It means I have to choose, and I choose being with you and building a future with you. I would always choose you in the field whether I’m your girlfriend or not. I think we need to have Fury assign us different partners. We won’t get to work together in the field, but we’d get to come home to each other….and I want to come home to you.”

He nodded slowly and tightened his grip on her hand. “You’re sure about this?” He asked.

“I think it’s for the best.” She sighed and reached her free hand up to softly stroke his cheek.

  
He studied her eyes and only saw her fierce determination shining there.  
“Okay.” He agreed and watched as her shoulders sagged a little in relief.

Before he could say more, a nurse walked in and started checking over his vitals and the bandage on his head. He stole a glance at Melinda while she talked over his recovery with his nurse. His heart felt heavy at the idea of losing her as his partner, but as she looked over at him with a soft smile and squeeze of his hand, he knew he would rather have a new partner than have to lose out on a future with her.

He couldn't handle that loss. 


	14. The choices we make.....

6 months later:

  
The mission briefing had just wrapped up, and he was heading home to restock his go-bag and grab some dinner and hopefully a little sleep before his 4 am departure time.

He turned the lock on his apartment door and tiredly slid it open. He smiled immediately when he saw the woman curled up on his couch with a book in her lap.

“Hi” she greeted with a returning smile of her own as she closed her book and placed it on the coffee table.

“You’re home early!” He stated dropping his keys in the bowl by the door and setting his briefcase down. He walked over to flop down on the couch beside her and leaned in to place a soft kiss on her lips.

“I wanted to be able to spend some time with you before you left, so I took off early.” She said between kisses and slid into his lap wrapping her arms around his neck.

He smiled and pressed a kiss to her forehead before hesitantly bringing up what had been weighing on his mind all day. “Fury told me you had been assigned to this mission but requested someone else be assigned instead. Melinda I know you said…”

“I meant it, Phil. I can’t be objective if I’m your partner. You will ALWAYS come before the mission. Always. I’m no good to anyone if I’m compromised out there. I need you to understand that. I can’t be your partner, but I’ll be here when you come home. So come home, Phil.” She pleaded as she pressed her head to his.

His hands stroked slowly along her back as he leaned in to place a lingering kiss to her lips. “Yes ma’am.” He smiled.

They cooked dinner together, and he soaked in the teasing and simple joy that came from living life with Melinda May. He was determined not to waste their time together by being sad that she wouldn’t be joining him on the mission. Instead he stole more kisses and kept her in close contact throughout the night. If she minded his constant touching and kisses, she didn’t say; and he was almost sure that she was needing it as much as he was.

  
She couldn’t sleep. She knew Sitwell was well trained and a good agent; but this would be Phil’s first potentially dangerous mission without her, and she couldn’t shake her nerves. She resisted the urge to punch her pillow; and instead she allowed the gentle thrum of his heart beat to ease her mind. She knew what she had to do. She carefully slipped out of his arms so as not to wake him, and quietly left the room.

A few minutes later she stood in the doorway and watched him sleep for a moment. She never knew that she could love someone so much. He was her best friend, her sounding board, her confidant, her everything. She couldn’t watch him leave, and she couldn’t stay here and wait around hoping he would come home. She did the only thing she could; and with one last glance, she left.

  
He woke up when the alarm went off an hour later to find the bed empty and the space beside him cold. He was confused to find the apartment empty until he saw a note sitting on the kitchen counter.

“Phil,

  
Had to take care of something. Be safe.

I love you.

  
-Melinda”

He knew she was a woman of few words, but he would be lying if he said he wasn’t disappointed by her send off. He pushed his thoughts away as he headed for the shower to start getting ready for his mission.

Forty-five minutes later he made his way into the base hanger where his ride was waiting. He boarded the quinjet and stowed his gear while he waited for Sitwell to arrive. He intentionally arrived early to have a few minutes to himself before they left, so he took a seat and tried to clear his head while he waited. He tried to call Melinda, but her phone was off. He knew they were still figuring things out together and that juggling their personal life and professional one would be difficult, but he thought they would be able to work it out together like they always do. He missed her already, and couldn’t shake the feeling that something was off. Maybe he was just disappointed that he didn’t get to kiss her goodbye. He was sure she had a good reason for not being there to see him off, he just hoped she wasn’t running away. He knew as soon as the thought crossed his mind that he was just being paranoid. Melinda May never ran away from anything.

  
He just wanted to tell her that he loved her before he left, so he tried calling her again. When her phone went straight to voicemail, he left a short message simply telling her that he loved her and couldn’t wait to get home to her. He sat there for a minute staring at his phone lost in thought, but he looked up startled when the heard the cockpit door swish open. He was sure the look of surprise on his face was amusing, but he couldn’t find it in himself to care.

  
  
“May? What are you doing here?” He inquired and he stood to greet her.

She walked toward him in full tactical gear with a look that gave nothing away.

  
“We have a mission, Phil.” She simply stated and didn’t seem inclined to elaborate as he watched her go about checking the plane. His confusion was evident as he stood still while she worked around him. He tried to order his thoughts enough to ask her to explain, but all he could get out was a jumbled thought.

“I have a mission….with Sitwell. You said you couldn’t be my partner….that you were compromised.”

“I changed my mind.” She shrugged.

‘Oh…okay. That’s all I need to know’ he thought and fought the urge to roll his eyes at how matter of fact she was as if that should be all the explanation necessary. He couldn’t just let it go at that if that meant she had changed her mind about other things as well.

“What changed your mind? ….because if this means you’ve decided you’d rather be my partner than be with me…” he trailed off, and his heart began to race at what her response to that could mean for him…for them. "Have you..."

“No…” She interrupted. “I just decided that I want someone out there who is going to have your back no matter what. Someone who will make sure you make it out…even if means compromising the mission. That’s me, Phil. I don’t trust anyone else to watch your back. I’m choosing to trust you…to trust ‘us’ out there. We get the mission done together, but no matter what…you make it home. That’s MY mission.” She finished with arms crossed across her chest and a look on her face that just dared him to disagree with her. She wasn’t expecting the smile that spread across his face as he crossed his arms to mimic her posture.

“Okay then” he shrugged nonchalantly even though his heart was still racing but this time with the happy adrenaline rush that only Melinda could evoke.

“That’s it? Just ‘okay’?” She questioned, and her arms uncrossed and moved to rest with her hands on her hips.

“Yep….I knew you’d come around eventually.” He shrugged again with a smug smile.

The trademark ‘Melinda May eye brow raise’ came next, and she asked with a disbelieving tone, “You were sure of that were you?”

“Yep!” He replied, and his smile moved from smug to the dorky happy smile that made her heart feel full. “…cause you love me, and we were made to be partners. You were just a little slow figuring that out.”

She would usually respond to that with a witty retort or at least a defensive comment, but instead she decided to wrap her hand around his tie to pull him close.

“Wheels up in five, Coulson.” She whispered and placed a soft slow kiss on his lips before heading back to the cockpit to finish the pre-flight check.

The big goofy grin remained on his face as he took his seat and began to strap in.

He had his partner back. She was in love with him, and they were about to take on a Hydra cell together on a potentially dangerous mission.

He couldn’t be happier.


	15. Epilogue

Epilogue

2 years later…..

“Okay, I’ve clocked our ETA at 6pm. What’s our extraction plan?” he inquired as he looked over at his partner. 

“It’s just Christmas at your mom’s, Phil. Stop treating it like a mission and pack your bag” she sighed in exasperation as she opened a drawer of the dresser and pulled out a couple of shirts. 

“Yes, but your mom is going to be there too. It’s the first Christmas with everyone….how are you not nervous?” he asked as he sat on the bed next to her open suitcase.

“Because our mothers met when we graduated and it was fine. At least we were able to make it for Thanksgiving with my dad so he’s not coming too.” She looked up from her packing to give him a look as she continued, “You were squirrelly then too. Why don’t you like my family?”

“I love your dad! Your mom just terrifies me…but I mean…she’s great too…” he quickly amended.

She raised a brow at that and gave him an incredulous look. “Uh huh…Relax, Phil. It’s just a few days, and it’s Christmas. Everyone gets along at Christmas right?”

“Pshhh…only in the Hallmark movies. Have you seen like any other Christmas movie though? There's mass chaos and family feuds until the very end when everyone is about to go their separate ways. Why did my mom think this was a good idea?” he whined as she continued to pack around him. 

“Because she knew we both needed to be with our families over the holidays, and we didn’t want to be apart. I think it was sweet of your mom to invite mine so we could be together. What’s your plan if we get married someday, Phil?”

“Sign up for missions at Christmas and avoid them both” he responded without hesitation as if he had that plan in mind already. 

“Oh brilliant plan, Phil. They’d never suspect that at all.” She said with a roll of her eyes. “I thought you were supposed to be one of SHIELD’s best strategist…”

“There is no amount of strategy that can prepare for your mother, Mel.”

“Just zip it and pack your bag, Coulson.”

“Yes ma’am” he murmured with a glance in her direction as he grabbed a few more items to throw into his bag. He glanced at her as he pointedly slipped his gun into his bag, and shrugged at the look of amusement she shot in his direction.

————————————————————————————————————————

“She smells my fear.” He whispered a day later as he leaned forward to look into the kitchen from his position on the couch.

Melinda just rolled her eyes as she turned the page in her book and continued to ignore him.

“She keeps offering me tea….I mean like…she really wants me to drink some tea, Melinda. What are the chances she slipped something in it?”

“My mom is not trying to poison you, Phil”

“How do you know? She’s got access to all kinds of stuff that would be undetectable in an autopsy. You can’t be sure she isn’t trying to poison me” he insisted.

“Relax, Phil. She is way more creative than that. If she wanted you dead she could come up with much better ways to do it than poisoned tea. That’s such a lazy way to assassinate someone….pfft.” she dismissed with a wave of her hand, and she turned another page.

“I have seriously never met anyone as terrible at comforting someone as you.” He groaned.

“Yeah yeah…I love you too, but now you’ve got me craving tea. Want to be sweet and grab me some?” she requested with a sweet smile.

“Fine….but you are going to feel sooo bad if she does poison me.” he complained as he stood from the couch and prepared to head into the kitchen.

She had already started reading again and didn't even glance up at him as she replied, “Yes Dear, I’ll be beside myself with grief and never forgive myself for not believing your crazy paranoid tea theory. Now…can you please go get me some tea?”

“Sure…tea for you and death for me. Don’t bother looking up from your book if you hear a thud…it’s just me facing death like a man.” he groaned and squared his shoulders as he mentally went through all the emergency exits in the house. 

“Uh huh…..You can do it, babe. You’re the best. Feel free to bring some of those cookies back too.” she muttered as she turned the page. 

“Yes, Dear.” He responded and resisted the urge to stick his tongue out at her while he walked to the kitchen.

  
It was taking him a while to get back with her tea, and she was starting to get a little concerned with the hushed whispers that were barely reaching her from the kitchen. She turned down the corner of the page she was on and was about to close her book and investigate when Phil came in with her tea and a plate of his mother’s cookies.

“That took a while. Were you running test on the tea to check for any known poisons that SHIELD has on file?” She teased.

“No…she wouldn’t poison you, and I made a decision to just not drink tea while we’re here. Seems like the only way to be safe.” he stated as he handed her the cup.

She took a sip before watching him as she tried to gently break the news to him, “You know…if she wanted to poison you, it doesn’t just have to be tea that she slips it in. It could be any drink…or even the food. Didn’t she offer to make dinner tonight?”

He squirmed a bit at that new information and squinted his eyes at her determined not to fall for her attempt at needling him. “She did, but I told her that we have plans for tonight.”

“We have plans for tonight?” She inquired with a raised brow. “Since when did we have plans for tonight?”

“Since we agreed to come here for Christmas.” He replied smuggly. It was rare that he could surprise her, and he felt very proud of himself as he saw that brief flicker in her eyes before she tucked it away.

She took on a more neutral look before asking, “So what are these plans of ours, Phillip?”

He leaned back into the couch and took a slow bite of his cookie. He tried to play it cool as he replied, “Guess you’ll just have to wait and find out, Melinda.”

  
He expected her to roll her eyes and try to interrogate him until he finally gave in and told her, but she simply picked up a cookie before opening her book again and starting to read. He wasn’t fooled by her nonchalance. He knew her better than anyone and could tell she wasn’t really paying attention to the words on the page in front of her. Her brain was in overdrive trying to puzzle out his plans. He chuckled as he picked up his own book and settled into the couch to read. He congratulated himself on not giving into the desire to look at her even when he could feel her eyes burning a hole into his book. He wasn’t going to give in and ruin the surprise. Melinda May would just have to be patient.

  
“Were are we going, Phil?” she inquired for the tenth time since they had gotten in the car. 

“Just be patient!" he sighed. 

She huffed at that and crossed her arms over her chest. “I don’t want to be patient…and you can’t make me."

“Well now you’re just being childish.” he admonished with a grin.

“I am not!” She said and stuck her tongue out at him.

“Melinda May! You just stuck your tongue out at me. That is so middle school! I’d pull your hair to retaliate but……we’re here.” He finished as he pulled Lola to a stop in front of a large building.

Any intention she had of playing it cool were tossed aside as she eagerly peered out the window trying to determine their location. “Phil, why are we at an airfield?”

He just got that goofy grin on his face and bounced a little in his seat before replying “You’ll see!” and slid out of the car.

He opened her door and reached out a hand to help her out. As soon as she was on her feet, he pulled her close and pressed a soft slow kiss to her lips. “Merry Christmas, Mel.”

“So this is my Christmas present? This surprise…not the kiss.” She murmured against his lips.

He let out a soft laugh as he pulled away and took her hand to lead her toward her surprise. “Well…the kisses you can get anytime you want….which I hope is often…..but this is part one of your Christmas present. I had to give it to you a couple days early because of scheduling, but I didn’t think you’d mind.”

As he finished talking a man approached them and waited patiently for them to be ready. “Mr. Coulson?” He nodded to Phil and waited for confirmation. “Right this way, Sir. Everything is ready for you. You should have a couple hours before it gets dark, but the runway lights will be on at dusk regardless. I’ll walk through pre-flight with you both, and then you can wait with me in the observation deck while she’s out. She’s just been refueled and passed through safety check after landing here this afternoon. Because of the holidays, we don’t have any other planes out right now, so she can just signal the tower when she’s ready to come in and the air strip is hers.”

Phil nodded as the man spoke, and Melinda listened with her brain flying ninety miles a second trying to figure out just what the surprise was while still paying close attention to the information the man was feeding Phil. They continued following, and she admired several of the planes in the hangar they were walking through. As they came out of the door at the rear of the hanger that led to the main runway, she stopped in her tracks.

  
“Ah….here we are.” The man said, but she just stood there gaping and not even noticing the huge grin that spread across Phil’s face.

“Phil? Is that a BD-5J?” she asked slowly as she reached down to grip his hand. Her eyes never left the plane sitting in front of her.

He smiled even bigger as he watched her reaction to his surprise. “Oh…that old thing?” He teased. “If you mean the plane that Roger Moore flew as James Bond in _Octopussy_ ….then yes….that is definitely a BD-5J.”

She squeezed his hand and finally looked at him. “So my Christmas surprise….” 

“Yes…you get to fly it.” He interrupted and barely got the words out before she was in his arms hugging him tight. “I take it you like it?” He managed to squeak out as she hugged him a little too tight in her excitement.

“I love you!” was her only response before she pulled away and eagerly walked over to the plane.

He watched her happily as Mark went over the pre-flight check with her. He pulled out the camera he had stashed in his jacket and took pictures as she climbed into the cockpit and started to strap in. He would appreciate these pics the next time she started teasing him about fawning over Lola.

With helmet on and the canopy lowered, she gave him an excited thumbs up as a crewman came and started to taxi her onto the runway. She looked deliriously happy, and he was more than content that he had burned through basically every favor owed him to make this happen for her. He watched her execute a perfect take off before following Mark to the observation deck to watch her flight.

He listened politely as Mark told him about various aircraft and their capabilities, but his attention was really on the sleek plane as Melinda took it through its paces. His stomach only tightened a couple times as she performed intricate loops in the high speed jet. He seriously had the coolest girlfriend ever.

‘He seriously had the hottest girlfriend ever.’ He thought a couple of hours later as she climbed from the plane pulling the helmet off, and her hair spilled out in one of those cliche slow motion movie moments.

She handed the helmet to Mark and thanked him as he signaled the crew to start getting the plane ready for the hangar. She then bounded over to Phil and straight into his arms with the biggest smile on her face.

“That was incredible, Phil! Thank you!” She breathed into his neck and then pulled away enough to bring his lips to hers in a heated kiss.

“Mmm….you’re so very welcome.” He responded between kisses.

“If that was part one of my surprise you might should have saved it for the end. I’m not sure how you can top that.”

“I’m kinda hoping I can.” He said as he pulled away to take her hands and slide down to rest on one knee.

“Phil…” she breathed as he released one of her hands to reach inside his jacket to pull out the ring.

“Mel, I love you….I just really love you. You mean everything to me. You’re my best friend and you make everything in life infinitely better. I don’t like spending a single day without you, so I want to make sure that I have a lifetime of days by your side. I want to share in the things you’re passionate about. I want to encourage your dreams and ambitions and support every attempt you make at achieving them. I am totally your biggest fan, Melinda May.” He said, and his heart swelled at her soft laugh. “You’re my world, Mel. You’re everything good in my life and I couldn’t bare to give you up. Please be mine Melinda. Just share life with me, a family, a future. Grow old with me. Please, oh pretty please, be my wife.” He finished and pressed a soft kiss to her hand as he looked up at her with hope filled eyes.

“You’re such a dork, Phil.” She started and her smile grew as his mouth opened in mock offense. “But you mean everything to me….” She continued “and I’d be lost without you. You’re my best friend, Phil; my everything. You encourage me, support me, and keep me steady. You have never given up on me. I love everything about you…even your insanely nerdy Captain America shrine.”

“It’s not a shrine! It’s a collection!” He interrupted and tried to hide his smirk.

She just shook her head as she lowered herself to her knees to be eye level with him. “You’re my partner; my equal. You’re the love of my life, and nothing would make me happier than to be your wife.”

He smiled and pressed his forehead to hers. “Is that a yes then?”

Her only response was to slide her hands into his hair and pull him in for a passionate kiss. When they slowly pulled away he whispered, “Oh that is totally a yes.”

She laughed softly and pressed another kiss to his lips as she whispered back, “Marry me, Phil.”

“Yes ma’am” he agreed as he slid the ring onto her fingers and pulled her close to kiss her thoroughly.

  
Both mothers were in the kitchen waiting for them when they got back a few hours later. His mother had tears in her eyes as she hugged them both and congratulated them.

“How was the flight, Qiaolian? Did it handle well?” Melinda’s mother asked as soon as his mother pulled away.

“Don’t you want to know about the engagement, mother?” She asked, but her mother just brushed the question off with a wave of her hand.

“Phil asked my permission to marry you over a month ago. That’s old news. He didn’t mention the plane until today. So how fast did you get her up to?”

“He asked you a month ago? Wait…is that why you were so squirrelly at Thanksgiving with my dad? You were asking him to marry me?” She pieced together as she turned to Phil for confirmation.

He nodded but crossed his arms over his chest before responding, “I was not squirrelly.”

“You were sooo squirrelly!” She teased but was distracted by her mother asking about the plane again.

He watched her as she gave her mother the run down of the plane and her flight, and his grin grew impossibly bigger every time the light caught the diamond on her finger. Her eyes were dancing, and she kept smiling over at him.

His mind flashed back to the young guy in that bar years ago with a crush on the girl who was so far out of his league, it seemed impossible she would ever think of him as more than the dorky guy she was friends with. She is just as captivating now as she was then, and he is confident that she is still the most beautiful woman that he has ever seen.

He was going to marry Melinda May; and as she glanced over at him with a smile of pure happiness, he was mesmerized. 

**Notes for the Chapter:**

> Finally wrapping this one up. Thanks to all who followed along and kept me encouraged to continue with all of the comments and kudos! This was meant to be a two chapter story, but it blossomed into something bigger. Thanks for reading!


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